Common use of Purchase Rights of Certificateholders Clause in Contracts

Purchase Rights of Certificateholders. Section 3.01. (i) At any time after the occurrence and during the continuation of a Triggering Event, each Certificateholder shall have the right (which shall not expire upon any purchase of the Class A Certificates pursuant to the Class B Trust Agreement, the purchase of the Class A Certificates and the Class B Certificates pursuant to the Class C Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Certificates upon ten days' written notice to the Class A Trustee, the Class B Trustee, the Class C Trustee, the Class D Trustee and each other Certificateholder, provided that (A) if prior to the end of such ten day period any other Certificateholder notifies such purchasing Certificateholder that such other Certificateholder wants to participate in such purchase, then such other Certificateholder may join with the purchasing Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Certificates pro rata based on the outstanding principal amount of the Certificates held by each such Certificateholder and (B) if prior to the end of such ten-day period any other Certificateholder fails to notify the purchasing Certificateholder of such other Certificateholder's desire to participate in such a purchase, then such other Certificateholder shall lose its right to purchase the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Series 1996-1E Trust Supplement Certificates pursuant to this Section and Section 6.01(b) of the Basic Agreement.

Purchase Rights of Certificateholders. Section 3.01. (ia) At any time after the occurrence and during the continuation continuance of a Triggering Event, each Applicable Certificateholder shall have the right (which shall not expire upon any purchase of the Class A A-2 Certificates pursuant to the Class A-1 Trust Agreement, any purchase of the Class A-1 Certificates pursuant to the Class A-2 Trust Agreement or any purchase of the Class A-1 Certificates and the Class A-2 Certificates pursuant to the Class B Trust Agreement) to purchase, for the purchase prices set forth in the Class A-1 Trust Agreement, the purchase of the Class A Certificates A-2 Trust Agreement and the Class B Certificates pursuant to the Class C Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase , respectively, all, but not less than all, of the Class A A-1 Certificates, the Class B Certificates, the Class C A-2 Certificates and the Class D B Certificates upon ten days' written notice to the Class A A-1 Trustee, the Class A-2 Trustee, the Class B Trustee, the Class C Trustee, the Class D Trustee and each other Applicable Certificateholder, provided that (Ai) if prior to the end of such ten ten-day period any other Applicable Certificateholder notifies such purchasing Applicable Certificateholder that such other Applicable Certificateholder wants to participate in such purchase, then such other Applicable Certificateholder may join with the purchasing Applicable Certificateholder to purchase all, but not less than all, of the Class A A-1 Certificates, the Class B Certificates, the Class C A-2 Certificates and the Class D B Certificates pro rata based on the outstanding principal amount of the Certificates Fractional Undivided Interest held by each such Applicable Certificateholder and (Bii) if prior to the end of such ten-day period any other Applicable Certificateholder fails to notify the purchasing Applicable Certificateholder of such other Applicable Certificateholder's desire to participate in such a purchase, then such other Applicable Certificateholder shall lose its right to purchase the Class A A-1 Certificates, the Class B Certificates, the Class C A-2 Certificates and the Class D Series 1996-1E Trust Supplement B Certificates pursuant to this Section and Section 6.01(b) of the Basic Agreement4.01(a).

Purchase Rights of Certificateholders. Section 3.01. (ia) At any time after the occurrence and during the continuation of a Triggering Certificate Buyout Event, each Applicable Certificateholder (other than the Company or any of its Affiliates) shall have the right (which shall not expire upon any purchase of the Class A Certificates pursuant to the Class B Trust Agreement) to purchase, for the purchase of prices set forth in the Class A Certificates Trust Agreement and the Class B Certificates pursuant to the Class C Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase , respectively, all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D B Certificates upon ten 15 days' written notice to the Class A Trustee, the Class B Trustee, the Class C Trustee, the Class D Trustee and each other Applicable Certificateholder, on the third Business Day next following the expiry of such 15-day BACK notice period, provided that (A) if prior to the end of such ten 15-day period any other Applicable Certificateholder (other than the Company or any of its Affiliates) notifies such purchasing Applicable Certificateholder that such other Applicable Certificateholder wants to participate in such purchase, then such other Applicable Certificateholder (other than the Company or any of its Affiliates) may join with the purchasing Applicable Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D B Certificates pro rata based on the outstanding principal amount of Fractional Undivided Interest in the Certificates Applicable Trust held by each such Applicable Certificateholder and (B) if prior to the end of such ten15-day period any other Applicable Certificateholder fails to notify the purchasing Applicable Certificateholder of such other Applicable Certificateholder's desire to participate in such a purchase, then such other Applicable Certificateholder shall lose its right to purchase the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Series 1996-1E Trust Supplement B Certificates pursuant to this Section and Section 6.01(b) of the Basic Agreement.4.01(a);

Purchase Rights of Certificateholders. Section 3.01. (ia) At any time after the occurrence and during the continuation of a Triggering Certificate Buy-Out Event so long as no Additional Certificateholder has elected to exercise its right to purchase Certificates pursuant to, and given notice of such election in accordance with, this Section 6.01 (upon such election and notification thereof, the right specified in this Section 6.01(a) shall be suspended and (x) upon consummation of the purchase pursuant to such election, be terminated with respect to such Certificate Buy-Out Event, or (y) upon failure to consummate such purchase on the proposed purchase date, such right shall be revived), each Class C Certificateholder (other than the Company or any of its Affiliates) shall have the right (which shall not expire upon any purchase of the Class A Certificates pursuant to the Class B Trust Agreement) to purchase, at the purchase of price set forth in the Class A Certificates Trust Agreement and the Class B Certificates pursuant to the Class C Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase , respectively, all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D B Certificates upon ten days' ’ prior written irrevocable notice to the Trustee, the Class A Trustee, the Class B Trustee, the Class C Trustee, the Class D Trustee and each other Class C Certificateholder, on the third Business Day following the expiration of such ten-day notice period, provided that (A) if prior to the end of such ten ten-day period any other Certificateholder Class C Certificateholder(s) (other than the Company or any of its Affiliates) notifies such purchasing Class C Certificateholder that such other Certificateholder wants Class C Certificateholder(s) want(s) to participate in such purchase, then such other Certificateholder Class C Certificateholder(s) may join with the purchasing Class C Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D B Certificates pro rata based on the outstanding principal amount of Fractional Undivided Interest in the Certificates Class C Trust held by each such Class C Certificateholder and (B) if prior to the end upon consummation of such ten-day period any other Certificateholder fails to notify the purchasing Certificateholder of such other Certificateholder's desire to participate in such a purchase, then such other purchase no Class C Certificateholder shall lose its have a right to purchase the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Series 1996-1E Trust Supplement B Certificates pursuant to this Section and Section 6.01(b6.01(a) during the continuance of the Basic Agreementsuch Certificate Buy-Out Event.

Purchase Rights of Certificateholders. Section 3.01. (ia) At any time after the occurrence and during the continuation continuance of a Triggering Event, each Applicable Certificateholder shall have the right (which shall not expire upon any purchase of the Class A Certificates pursuant to the Class B Trust Agreement, the purchase of the Class A Certificates and agreements governing the Class B Certificates pursuant Trust) to the Class C Trust Agreement or purchase, for the purchase price set forth in Section 6.01(b) of the Class A CertificatesBasic Agreement, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D B Certificates upon ten days' written notice to the Class A Trustee, the Class B Trustee, the Class C Trustee, the Class D Trustee and each other Applicable Certificateholder, provided that (Ai) if prior to the end of such ten day period any other Applicable Certificateholder notifies such purchasing Applicable Certificateholder that such other Applicable Certificateholder wants to participate in such purchase, then such other Applicable Certificateholder may join with the purchasing Applicable Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D B Certificates pro rata based on the outstanding principal amount of Fractional Undivided Interest in the Certificates Applicable Trust held by each such applicable Certificateholder and (Bii) if prior to the end of such ten-day period any other Applicable Certificateholder fails to notify the purchasing Applicable Certificateholder of such other Applicable Certificateholder's desire to participate in such a purchase, then such other Applicable Certificateholder shall lose its right to purchase the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Series 1996-1E Trust Supplement B Certificates pursuant to this Section 4.01(a) As used in this Section 4.01(a), the terms "Class A Certificateholder", "Class A Trust", "Class A Certificate", "Class A Trustee", "Class B Certificateholder", "Class B Trust", "Class B Certificate" and "Class B Trustee" shall have the respective meanings assigned to such terms in the Intercreditor Agreement. (b) Except as expressly set forth above, this Section 4.01 supersedes and replaces Section 6.01(b) of the Basic Agreement.. ARTICLE V

Purchase Rights of Certificateholders. Section 3.01. (i) At any time after ------------------------------------- the occurrence and during the continuation of a Triggering Event, each Certificateholder shall have the right (which shall not expire upon any purchase of the Class A Certificates pursuant to Section 6.01(b)(i) of the Class B Trust Agreement, the purchase of the Class A Certificates and the Class B Certificates pursuant to the Class C Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D B Certificates upon ten (10) days' written notice to the Class A Trustee, the Class B Trustee, the Class C Trustee, the Class D Trustee and each other Certificateholder, Certificateholder provided that (A) if prior to the end of such ten ten-day period any other Certificateholder notifies such purchasing Certificateholder that such other Certificateholder wants to participate in such purchase, then such other Certificateholder may join with the purchasing Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D B Certificates pro rata based on the outstanding principal amount of the Certificates held by each such Certificateholder and (B) if prior to the end of such ten-day period any other Certificateholder fails to notify the purchasing Certificateholder of such other Certificateholder's desire to participate in such a purchase, then such other Certificateholder shall lose its right to purchase the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Series 1996-1E Trust Supplement B Certificates pursuant to this Section 6.01(b). The purchase price with respect to each Class of Certificates shall be equal to the Pool Balance of such Class of Certificates, together with accrued and unpaid interest thereon to the date of such purchase, without premium, but including any other amounts then due and payable to the Certificateholders of such Class under this Agreement, the Intercreditor Agreement, the Escrow Agreement or any Note Document or on or in respect of the Certificates of such Class; provided, however, that (i) if such purchase occurs -------- ------- after the record date specified in Section 6.01(b2.03(b) of the Basic AgreementEscrow Agreement relating to the distribution of unused Deposits and accrued and unpaid interest thereunder, such purchase price shall be reduced by the aggregate amount of unused Deposits and interest to be distributed under the Escrow Agreement (which deducted amounts shall remain distributable to, and may be retained by the Certificateholder of such Class as of such record date) and (ii) if such purchase occurs after a Record Date, such purchase price shall be reduced by the amount to be distributed hereunder on the related Distribution date (which deducted amounts shall remain distributable to, and may be retained by, the Certificateholder of such Class as of such Record Date); provided further that no such purchase of -------- ------- Certificates of any Class shall be effective unless the purchaser shall certify to the Other Trustee for such Class that contemporaneously with such purchase, such purchaser is purchasing, pursuant to the terms of this Agreement and the Other Pass Through Trust Agreements, the Class A Certificates and the Class B Certificates. Each payment of the purchase price of the Certificates of any Class referred to in the first sentence hereof shall be made to an account or accounts designated by the Other Trustee for such Class and each such purchase shall be subject to the terms of this Section 6.01(b). The Class A Certificates and Class B Certificates will be deemed to be purchased on the date payment of the purchase price is made notwithstanding the failure of the Certificateholders of any Class to deliver any Certificates of such Class (whether in the form of Physical Certificates or beneficial interests in Global Certificates) and, upon such a purchase, (i) the only rights of the Certificateholders of such Class will be to deliver the Certificates of such Class to the purchaser and receive the purchase price for the Certificates of such Class and (ii) if the purchaser shall so request, such Certificateholder will comply with all the provisions of Section 3.04 of the Other Pass Through Trust Agreement for such Class to enable new Certificates of such Class to be issued to the purchaser in such denominations as it shall request. All charges and expenses in connection with the issuance of any such new Certificates of any Class shall be borne by the purchaser thereof.

Purchase Rights of Certificateholders. Section 3.01. (ia) At any time after the occurrence and during the continuation of a Triggering Certificate Buy-Out Event, so long as no Additional Certificateholder has elected to exercise its rights to purchase Certificates pursuant to, and given notice of such election in accordance with, this Section 6.01 (upon such election and notification thereof, the right specified in this Section 6.01(a) shall be suspended and (x) upon consummation of the purchase pursuant to such election, be terminated with respect to such Certificate Buy-Out Event, or (y) upon failure to consummate such purchase on the proposed purchase date, such right shall be revived), each Class A Certificateholder (other than the Company or any of its Affiliates) shall have the right (which shall not expire upon any to purchase, for the purchase of price set forth in the Class A Certificates pursuant to the Class B Trust Agreement, the purchase of the Class A Certificates and the Class B Certificates pursuant to the Class C AA Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D AA Certificates upon ten days' ’ prior written irrevocable notice to the Class A Trustee, the Class B Trustee, the Class C Trustee, the Class D AA Trustee and each other Class A Certificateholder, on the third Business Day following the expiration of such ten-day notice period, provided that (A) if prior to the end of such ten ten-day period any other Certificateholder Class A Certificateholder(s) (other than the Company or any of its Affiliates) notifies such purchasing Class A Certificateholder that such other Certificateholder wants Class A Certificateholder(s) want(s) to participate in such purchase, then such other Certificateholder Class A Certificateholder(s) (other than the Company or any of its Affiliates) may join with the purchasing Class A Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D AA Certificates pro rata based on the outstanding principal amount of Fractional Undivided Interest in the Certificates Class A Trust held by each such Class A Certificateholder and (B) if prior to the end upon consummation of such ten-day period any other Certificateholder fails to notify the purchasing Certificateholder of such other Certificateholder's desire to participate in such a purchase, then such other purchase no Class A Certificateholder shall lose its have a right to purchase the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Series 1996-1E Trust Supplement AA Certificates pursuant to this Section and Section 6.01(b6.01(a) during the continuance of the Basic Agreement.such Certificate Buy-Out Event; 18 Trust Supplement No. 2017-2A American Airlines Aircraft EETC

Purchase Rights of Certificateholders. Section 3.01. (ia) At any time after the occurrence and during the continuation of a Triggering Certificate Buy-Out Event, so long as no Additional Certificateholder has elected to exercise its rights to purchase Certificates pursuant to, and given notice of such election in accordance with, this Section 6.01 (upon such election and notification thereof, the right specified in this Section 6.01(a) shall be suspended and (x) upon consummation of the purchase pursuant to such election, be terminated with respect to such Certificate Buy-Out Event, or (y) upon failure to consummate such purchase on the proposed purchase date, such right shall be revived), each Class B Certificateholder (other than the Company or any of its Affiliates) shall have the right (which shall not expire upon any to purchase, for the purchase of price set forth in the Class A Certificates pursuant to the Class B Trust Agreement, the purchase of the Class A Certificates and the Class B Certificates pursuant to the Class C Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Certificates upon ten days' ’ prior written irrevocable notice to the Class A Trustee, the Class B Trustee, the Class C Trustee, the Class D A Trustee and each other Certificateholder, on the third Business Day following the expiration of such ten-day notice period, provided that (A) if prior to the end of such ten ten-day period any other Certificateholder Class B Certificateholder(s) (other than the Company or any of its Affiliates) notifies such purchasing Class B Certificateholder that such other Certificateholder wants Class B Certificateholder(s) want(s) to participate in such purchase, then such other Certificateholder Class B Certificateholder(s) (other than the Company or any of its Affiliates) may join with the purchasing Class B Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Certificates pro rata based on the outstanding principal amount of Fractional Undivided Interest in the Certificates Class B Trust held by each such Class B Certificateholder and (B) if prior to the end upon consummation of such ten-day period any other Certificateholder fails to notify the purchasing Certificateholder of such other Certificateholder's desire to participate in such a purchase, then such other purchase no Class B Certificateholder shall lose its have a right to purchase the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Series 1996-1E Trust Supplement Certificates pursuant to this Section and Section 6.01(b6.01(a) during the continuance of the Basic Agreement.such Certificate Buy-Out Event;

Purchase Rights of Certificateholders. Section 3.01. (ia) At any time after the occurrence and during the continuation continuance of a Triggering Event, each Applicable Certificateholder shall have the right (which shall not expire upon any purchase of the Class A Certificates pursuant to the Class B Trust Agreement, the purchase of the Class A Certificates and agreements governing the Class B Certificates pursuant Trust) to the Class C Trust Agreement or purchase, for the purchase price set forth in Section 6.01(b) of the Class A CertificatesBasic Agreement, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D B Certificates upon ten days' written notice to the Class A Trustee, the Class B Trustee, the Class C Trustee, the Class D Trustee and each other Applicable Certificateholder, provided that (Ai) if prior to the end of such ten day period any other Applicable Certificateholder notifies such purchasing Applicable Certificateholder that such other Applicable Certificateholder wants to participate in such purchase, then such other Applicable Certificateholder may join with the purchasing Applicable Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D B Certificates pro rata based on the outstanding principal amount of Fractional Undivided Interest in the Certificates Applicable Trust held by each such applicable Certificateholder and (Bii) if prior to the end of such ten-day period any other Applicable Certificateholder fails to notify the purchasing Applicable Certificateholder of such other Applicable Certificateholder's desire to participate in such a purchase, then such other Applicable Certificateholder shall lose its right to purchase the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Series 1996-1E Trust Supplement B Certificates pursuant to this Section and Section 6.01(b) of the Basic Agreement4.01(a).

Purchase Rights of Certificateholders. Section 3.01. (ia) At any time after the occurrence and during the continuation of a Triggering Event, each Applicable Certificateholder and Class C-1 Certificateholder (each, a "CLASS C CERTIFICATEHOLDER") shall have the right (which shall not expire upon any purchase of the Class A A-2 Certificates pursuant to the Class A-1 Trust Agreement, any purchase of the Class A-1 Certificates pursuant to the Class A-2 Trust Agreement or any purchase of the Class A-1 Certificates and the Class A-2 Certificates pursuant to the Class B Trust Agreement) to purchase, for the purchase prices set forth in the Class A-1 Trust Agreement, the purchase of the Class A Certificates A-2 Trust Agreement and the Class B Certificates pursuant to the Class C Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase , respectively, all, but not less than all, of the Class A A-1 Certificates, the Class B Certificates, the Class C A-2 Certificates and the Class D B Certificates upon ten days' written notice to the Class A A-1 Trustee, the Class A-2 Trustee, the Class B TrusteeTrustee and (x) if such purchasing Class C Certificateholder is an Applicable Certificateholder, each other Applicable Certificateholder and either (I) if the Class C-1 Trustee shall have made a current list of Class C-1 Certificateholders available to such purchasing Class C Certificateholder upon a request therefor, each Class C-1 Certificateholder, or (II) if clause (I) is not applicable, the Class C C-1 Trustee, the or (y) if such purchasing Class D Trustee and C Certificateholder is a Class C-1 Certificateholder, each other Class C-1 Certificateholder and either (I) if the Trustee shall have made a current list of Applicable Certificateholders available to such purchasing Class C Certificateholder upon a request therefor, each Applicable Certificateholder, provided or (II) if clause (I) is not applicable, the Trustee, PROVIDED that (Ai) if prior to the end of such ten ten-day period any other Class C Certificateholder notifies such purchasing Class C Certificateholder that such other Class C Certificateholder wants to participate in such purchase, then such other Class C Certificateholder may join with the purchasing Class C Certificateholder to purchase all, but not less than all, of the Class A A-1 Certificates, the Class B Certificates, the Class C A-2 Certificates and the Class D B Certificates pro rata based on the outstanding principal amount of the Certificates Class C Fractional Undivided Interest held by each such Class C Certificateholder and (Bii) if prior to the end of such ten-day period any other Class C Certificateholder fails to notify the purchasing Class C Certificateholder of such other Class C Certificateholder's desire to participate in such a purchase, then such other Class C Certificateholder shall lose its right to purchase the Class A A-1 Certificates, the Class B Certificates, the Class C A-2 Certificates and the Class D Series 1996-1E Trust Supplement B Certificates pursuant to this Section 4.01(a). After the occurrence and Section 6.01(b) during the continuation of a Triggering Event, the Basic AgreementTrustee either shall comply with any request of a Class C-1 Certificateholder for a current list of Applicable Certificateholders or shall forthwith notify each Applicable Certificateholder of any notice received by it from any Class C-1 Certificateholder of its exercise of its rights under this Agreement and the Other Agreements to purchase the Class A-1 Certificates, the Class A-2 Certificates and the Class B Certificates.

Purchase Rights of Certificateholders. Section 3.01. (ia) At any time after the occurrence and during the continuation of a Triggering Certificate Buy-Out Event, so long as no Additional Certificateholder has elected to exercise its rights to purchase Certificates pursuant to, and given notice of such election in accordance with, this Section 6.01 (upon such election and notification thereof, the right specified in this Section 6.01(a) shall be suspended and (x) upon consummation of the purchase pursuant to such election, be terminated with respect to such Certificate Buy-Out Event, or (y) upon failure to consummate such purchase on the proposed purchase date, such right shall be revived), each Class B Certificateholder (other than the Company or any of its Affiliates) shall have the right (which shall not expire upon any to purchase, for the purchase of price set forth in the Class AA Trust Agreement and in the Class A Certificates pursuant to the Class B Trust Agreement, the purchase of the Class A Certificates and the Class B Certificates pursuant to the Class C Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C AA Certificates and the Class D A Certificates upon ten days' ’ prior written irrevocable notice to the Class A Trustee, the Class B AA Trustee, the Class C Trustee, the Class D A Trustee and each other Class B Certificateholder, on the third Business Day following the expiration of such ten-day notice period, provided that (A) if prior to the end of such ten ten-day period any other Certificateholder Class B Certificateholder(s) (other than the Company or any of its Affiliates) notifies such purchasing Class B Certificateholder that such other Certificateholder wants Class B Certificateholder(s) want(s) to participate in such purchase, then such other Certificateholder Class B Certificateholder(s) (other than the Company or any of its Affiliates) may join with the purchasing Class B Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C AA Certificates and the Class D A Certificates pro rata based on the outstanding principal amount of Fractional Undivided Interest in the Certificates Class B Trust held by each such Class B Certificateholder and (B) if prior to the end of such ten-day period any other Certificateholder fails to notify the purchasing Certificateholder of such other Certificateholder's desire to participate in such a purchase, then such other Certificateholder shall lose its right to purchase the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Series 1996-1E Trust Supplement Certificates pursuant to this Section and Section 6.01(b) of the Basic Agreement.upon consummation of

Purchase Rights of Certificateholders. Section 3.01. (ia) At any time after the occurrence and during the continuation of a Triggering Certificate Buy-Out Event, so long as no Class C Certificateholder or Additional Certificateholder has elected to exercise its rights to purchase Certificates pursuant to, and given notice of such election in accordance with, this Section 6.01(upon such election and notification thereof, the right specified in this Section 6.01(a) shall be suspended and (x) upon consummation of the purchase pursuant to such election, be terminated with respect to such Certificate Buy-Out Event, or (y) upon failure to consummate such purchase on the proposed purchase date, such right shall be revived), each Class B Certificateholder (other than the Company or any of its Affiliates) shall have the right (which shall not expire upon any to purchase, at the purchase of price set forth in the Class A Certificates pursuant to the Class B Trust Agreement, the purchase of the Class A Certificates and the Class B Certificates pursuant to the Class C Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Certificates upon ten days' ’ prior written irrevocable notice to the Class A Trustee, the Class B Trustee, the Class C Trustee, the Class D A Trustee and each other Class B Certificateholder, on the third Business Day following the expiration of such ten-day notice period, provided that (A) if prior to the end of such ten ten-day period any other Certificateholder Class B Certificateholder(s) (other than the Company or any of its Affiliates) notifies such purchasing Class B Certificateholder that such other Certificateholder wants Class B Certificateholder(s) want(s) to participate in such purchase, then such other Certificateholder Class B Certificateholder(s) may join with the purchasing Class B Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Certificates pro rata based on the outstanding principal amount of Fractional Undivided Interest in the Certificates Class B Trust held by each such Class B Certificateholder and (B) if prior to the end upon consummation of such ten-day period any other Certificateholder fails to notify the purchasing Certificateholder of such other Certificateholder's desire to participate in such a purchase, then such other purchase no Class B Certificateholder shall lose its have a right to purchase the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Series 1996-1E Trust Supplement Certificates pursuant to this Section and Section 6.01(b6.01(a) during the continuance of the Basic Agreementsuch Certificate Buy-Out Event.

Purchase Rights of Certificateholders. Section 3.01. (i) At By acceptance of its Certificate, each Certificateholder agrees that at any time after the occurrence and during the continuation of a Triggering Event, [(i) each Class __ Certificateholder shall have the right (which shall not expire upon any purchase of the Class A Certificates pursuant to the Class B Trust Agreement, the purchase of the Class A Certificates and the Class B Certificates pursuant to the Class C Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D __-__ Certificates upon ten days' written notice to the Class A Trustee, the Class B Trustee, the Class C Trustee, the Class D Trustee Other Trustees and each other Class __ Certificateholder, provided that (A) if prior to the end of such ten ten-day period any other Class __ Certificateholder notifies such purchasing Class __ Certificateholder that such other Class __ Certificateholder wants to participate in such purchase, then such other Class __ Certificateholder may join with the purchasing Class __ Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D __-__ Certificates pro rata based on the outstanding principal amount of Fractional Undivided Interest in the Certificates Class __ Trust held by each such Class __ Certificateholder and (B) if prior to the end of such ten-day period any other Class __ Certificateholder fails to notify the purchasing Class __ Certificateholder of such other Class __ Certificateholder's desire to participate in such a purchase, then such other Class __ Certificateholder shall lose its right to purchase the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Series 1996__-1E Trust Supplement __ Certificates pursuant to this Section and Section 6.01(b) of the Basic Agreement.); and

Purchase Rights of Certificateholders. Section 3.01. (ia) At any time after the occurrence and during the continuation of a Triggering Event, each Applicable Certificateholder shall have the right (which shall not expire upon any purchase of the Class A A-2 Certificates pursuant to the Class B A-1 Trust Agreement, the Agreement or any purchase of the Class A Certificates and the Class B A-1 Certificates pursuant to the Class C Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D A-2 Trust Agreement) to purchase, for the purchase price set forth in the Class A-1 Trust Agreement and the Class A-2 Trust Agreement, respectively, all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C A-1 Certificates and the Class D A-2 Certificates upon ten days' written notice to the Class A A-1 Trustee, the Class B Trustee, the Class C Trustee, the Class D A-2 Trustee and each other Applicable Certificateholder, provided that (Ai) if prior to the end of such ten ten-day period any other Applicable Certificateholder notifies such purchasing Applicable Certificateholder that such other Applicable Certificateholder wants to participate in such purchase, then such other Applicable Certificateholder may join with the purchasing Applicable Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C A-1 Certificates and the Class D A-2 Certificates pro rata based on the outstanding principal amount of Fractional Undivided Interest in the Certificates Applicable Trust held by each such Applicable Certificateholder and (Bii) if prior to the end of such ten-day period any other Applicable Certificateholder fails to notify the purchasing Applicable Certificateholder of such other Applicable Certificateholder's desire to participate in such a purchase, then such other Applicable Certificateholder shall lose its right to purchase the Class A Certificates, the Class B Certificates, the Class C A-1 Certificates and the Class D Series 1996-1E Trust Supplement A-2 Certificates pursuant to this Section and Section 6.01(b) of the Basic Agreement4.01(a).

Purchase Rights of Certificateholders. Section 3.01. (i) At any time after After the occurrence and during the continuation of a Triggering Event, each Applicable Certificateholder (other than the Company or any of its Affiliates) shall have the right (which shall not expire upon any purchase of the Class A A-1 Certificates pursuant to the Class A-2 Trust Agreement, the Class A-2 Certificates pursuant to the Class A-1 Trust Agreement, the Class A-1 and the Class A-2 Certificates pursuant to the Class B Trust AgreementAgreement or the Class A-1 Certificates, the purchase of the Class A A-2 Certificates and the Class B Certificates pursuant to the Class C Trust Agreement or Agreement) to purchase, for the purchase price set forth in the Class A-1 Trust Agreement, the Class A-2 Trust Agreement, the Class B Trust Agreement, and the Class C Trust Agreement, respectively, all, but not less than all, of the Class A A-1 Certificates, the Class A-2 Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Certificates upon ten days' prior written notice to the Class A A-1 Trustee, the Class A-2 Trustee, the Class B Trustee, the Class C Trustee, the Class D Trustee and each other Applicable Certificateholder, provided PROVIDED that (Ai) if prior to the end of such ten ten-day period any other Applicable Certificateholder (other than the Company or any of its Affiliates) notifies such purchasing Applicable Certificateholder that such other Applicable Certificateholder wants to participate in such purchase, then such other Applicable Certificateholder may join with the purchasing Applicable Certificateholder to purchase all, but not less than all, of the Class A A-1 Certificates, the Class A-2 Certificates, the Class B Certificates, Certificates and the Class C Certificates and the Class D Certificates pro rata PRO RATA based on the outstanding principal amount of fractional undivided interest in the Certificates Applicable Trust held by each such Applicable Certificateholder and (Bii) if prior to the end of such ten-day period any other Applicable Certificateholder fails to notify the purchasing Applicable Certificateholder of such other Applicable Certificateholder's desire to participate in such a purchase, then such other Applicable Certificateholder shall lose its right to purchase the Class A C Certificates, the Class B A-1 Certificates, the Class C A-2 Certificates and the Class D Series 1996-1E Trust Supplement B Certificates pursuant to this Section 7.01. As used in this Section 7.01, the terms "Class A-1 Certificate", "Class A-1 Certificateholder", "Class A-1 Trust", "Class A-1 Trust Agreement", "Class A-1 Trustee", "Class A-2 Certificate", "Class A-2 Certificateholder", "Class A-2 Trust", "Class A-2 Trust Agreement", "Class A-2 Trustee", "Class B Certificate", "Class B Certificateholder", "Class B Trust", "Class B Trust Agreement", "Class B Trustee", "Class C Certificate", "Class C Certificateholder", "Class C Trust", "Class C Trust Agreement" and Section 6.01(b) of "Class C Trustee" shall have the Basic respective meanings assigned to such terms in the Intercreditor Agreement.

Purchase Rights of Certificateholders. Section 3.01. (ia) At any time after the occurrence and during the continuation of a Triggering Certificate Buy-Out Event, so long as no Additional Certificateholder has elected to exercise its rights to purchase Certificates pursuant to, and given notice of such election in accordance with, this Section 6.01 (upon such election and notification thereof, the right specified in this Section 6.01(a) shall be suspended and (x) upon consummation of the purchase pursuant to such election, be terminated with respect to such Certificate Buy-Out Event, or (y) upon failure to consummate such purchase on the proposed purchase date, such right shall be revived), each Class B Certificateholder (other than the Company or any of its Affiliates) shall have the right (which shall not expire upon any to purchase, at the purchase of price set forth in the Class A Certificates pursuant to the Class B Trust Agreement, the purchase of the Class A Certificates and the Class B Certificates pursuant to the Class C Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Certificates upon ten days' ’ prior written irrevocable notice to the Class A Trustee, the Class B Trustee, the Class C Trustee, the Class D A Trustee and each other Class B Certificateholder, on the third Business Day following the expiration of such ten-day notice period, provided that (A) if prior to the end of such ten ten-day period any other Certificateholder Class B Certificateholder(s) (other than the Company or any of its Affiliates) notifies such purchasing Class B Certificateholder that such other Certificateholder wants Class B Certificateholder(s) want(s) to participate in such purchase, then such other Certificateholder Class B Certificateholder(s) may join with the purchasing Class B Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Certificates pro rata based on the outstanding principal amount of Fractional Undivided Interest in the Certificates Class B Trust held by each such Class B Certificateholder and (B) if prior to the end upon consummation of such ten-day period any other Certificateholder fails to notify the purchasing Certificateholder of such other Certificateholder's desire to participate in such a purchase, then such other purchase no Class B Certificateholder shall lose its have a right to purchase the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Series 1996-1E Trust Supplement Certificates pursuant to this Section and Section 6.01(b6.01(a) during the continuance of the Basic Agreementsuch Certificate Buy-Out Event.

Purchase Rights of Certificateholders. Section 3.01. (i) At By acceptance of its Certificate, each Certificateholder agrees that at any time after the occurrence and during the continuation of a Triggering Event, each Class D Certificateholder shall have the right (which shall not expire upon any purchase of the Class A Certificates pursuant to the Class B Trust Agreement, the purchase of the Class A Certificates and the Class B Certificates pursuant to the Class C Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C A Certificates and the Class D B Certificates upon ten days' written notice to the Trustee, the Class A Trustee, the Class B Trustee, the Class C Trustee, the Class D Trustee and each other Class D Certificateholder, provided that (A) if prior to the end of such ten ten-day period any other Class D Certificateholder notifies such purchasing Class D Certificateholder that such other Class D Certificateholder wants to participate in such purchase, then such other Class D Certificateholder may join with the purchasing Class D Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C A Certificates and the Class D B Certificates pro rata based on the outstanding principal amount of Fractional Undivided Interest in the Certificates Class D Trust held by each such Class D Certificateholder and (B) if prior to the end of such ten-day period any other Class D Certificateholder fails to notify the purchasing Class D Certificateholder of such other Class D Certificateholder's desire to participate in such a purchase, then such other Class D Certificateholder shall lose its right to purchase the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Series 1996-1E Trust Supplement Certificates pursuant to this Section 6.01(b). The purchase price with respect to the Certificates shall be equal to the Pool Balance of the Certificates, together with accrued and unpaid interest thereon to the date of such purchase, without premium, but including any other amounts then due and payable to the Certificateholders under this Agreement, the Intercreditor Agreement, the Escrow Agreement or any Note Document or on or in respect of the Certificates; provided, however, that (i) if such purchase occurs after the record date specified in Section 6.01(b2.03(b) of the Basic Escrow Agreement relating to the distribution of unused Deposits and accrued and unpaid interest thereunder, such purchase price shall be reduced by the aggregate amount of unused Deposits and interest to be distributed under the Escrow Agreement (which deducted amounts shall remain distributable to, and may be retained by, the Certificateholder as of such Record Date) and (ii) if such purchase occurs after a Record Date, such purchase price shall be reduced by the amount to be distributed hereunder on the related Distribution Date (which deducted amounts shall remain distributable to, and may be retained by, the Certificateholder as of such Record Date); provided further that no such purchase of Certificates shall be 44 38 effective unless the purchaser(s) shall certify to the Trustee that contemporaneously with such purchase, such purchaser(s) is purchasing, pursuant to the terms of this Agreement and the Other Agreements, the Certificates, the Class A Certificates and the Class B Certificates which are senior to the securities held by such purchaser(s). Each payment of the purchase price of the Certificates referred to in the first sentence hereof shall be made to an account or accounts designated by the Trustee and each such purchase shall be subject to the terms of this Section 6.01(b). Each Certificateholder agrees by its acceptance of its Certificate that it will, subject to Section 3.04 of this Agreement, upon payment from such Class D Certificateholder(s), as the case may be, of the purchase price set forth in the first sentence of this paragraph, forthwith sell, assign, transfer and convey to the purchaser(s) thereof (without recourse, representation or warranty of any kind except for its own acts), all of the right, title, interest and obligation of such Certificateholder in this Agreement, the Escrow Agreement, the Deposit Agreement, the Intercreditor Agreement, the Liquidity Facilities, the Note Documents and all Certificates and Escrow Receipts held by such Certificateholder (excluding all right, title and interest under any of the foregoing to the extent such right, title or interest is with respect to an obligation not then due and payable as respects any action or inaction or state of affairs occurring prior to such sale) and the purchaser shall assume all of such Certificateholder's obligations under this Agreement, the Escrow Agreement, the Deposit Agreement, the Intercreditor Agreement, the Liquidity Facilities, the Note Documents and all such Certificates and Escrow Receipts. The Certificates will be deemed to be purchased on the date payment of the purchase price is made notwithstanding the failure of the Certificateholders to deliver any Certificates and, upon such a purchase, (i) the only rights of the Certificateholders will be to deliver the Certificates to the purchaser(s) and receive the purchase price for such Certificates and (ii) if the purchaser(s) shall so request, such Certificateholder will comply with all the provisions of Section 3.04 of this Agreement to enable new Certificates to be issued to the purchaser in such denominations as it shall request. All charges and expenses in connection with the issuance of any such new Certificates shall be borne by the purchaser thereof.

Purchase Rights of Certificateholders. Section 3.01. (ia) At any time after the occurrence and during the continuation of a Triggering Certificate Buy-Out Event, so long as no Additional Certificateholder has elected to exercise its rights to purchase Certificates pursuant to, and given notice of such election in accordance with, this Section 6.01 (upon such election and notification thereof, the right specified in this Section 6.01(a) shall be suspended and (x) upon consummation of the purchase pursuant to such election, be terminated with respect to such Certificate Buy-Out Event, or (y) upon failure to consummate such purchase on the proposed purchase date, such right shall be revived), each Class B Certificateholder (other than the Company or any of its Affiliates) shall have the right (which shall not expire upon any to purchase, for the purchase of price set forth in the Class AA Trust Agreement and in the Class A Certificates pursuant to the Class B Trust Agreement, the purchase of the Class A Certificates and the Class B Certificates pursuant to the Class C Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C AA Certificates and the Class D A Certificates upon ten days' ’ prior written irrevocable notice to the Class A Trustee, the Class B AA Trustee, the Class C Trustee, the Class D A Trustee and each other Class B Certificateholder, on the third Business Day following the expiration of such ten-day notice period, provided that (A) if prior to the end of such ten ten-day period any other Certificateholder Class B Certificateholder(s) (other than the Company or any of its Affiliates) notifies such purchasing Class B Certificateholder that such other Certificateholder wants Class B Certificateholder(s) want(s) to participate in such purchase, then such other Certificateholder Class B Certificateholder(s) (other than the Company or any of its Affiliates) may join with the purchasing Class B Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C AA Certificates and the Class D A Certificates pro rata based on the outstanding principal amount of Fractional Undivided Interest in the Certificates Class B Trust held by each such Class B Certificateholder and (B) if prior to the end upon consummation of such ten-day period any other Certificateholder fails to notify the purchasing Certificateholder of such other Certificateholder's desire to participate in such a purchase, then such other purchase no Class B Certificateholder shall lose its have a right to purchase the Class A Certificates, the Class B Certificates, the Class C AA Certificates and the Class D Series 1996-1E Trust Supplement A Certificates pursuant to this Section and Section 6.01(b6.01(a) during the continuance of the Basic Agreement.such Certificate Buy-Out Event; American Airlines Aircraft EETC

Purchase Rights of Certificateholders. Section 3.01. (ia) At any time after the occurrence and during the continuation of a Triggering Certificate Buy-Out Event, so long as no Additional Certificateholder has elected to exercise its right to purchase the Applicable Certificates pursuant to this Section 7.01 (upon such election and notification thereof, the right specified in this Section 7.01(a) shall be suspended and (x) upon consummation of the purchase pursuant to such election, such right shall be terminated with respect to such indentures, or (y) upon failure to consummate such purchase on the proposed purchase date, such right shall be revived) each Applicable Certificateholder (other than the Company or any of its Affiliates) shall have the right (which shall not expire upon any purchase of the Class A Certificates pursuant to the Class B Trust Agreement, the purchase of the Class A Certificates and the Class B Certificates pursuant to the Class C Trust Agreement or the purchase of the Class A Certificates, the Class B Certificates and the Class C Certificates pursuant to the Class D Trust Agreement) to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Certificates upon ten days' ’ prior irrevocable written notice to the Class A Trustee, the Class B Trustee, the Class C Trustee, the Class D A Trustee and each other Applicable Certificateholder, on the third Business Day next following the expiry of such ten day notice period, provided that (A) if prior to the end of such ten day period any other Applicable Certificateholder (other than the Company or any of its Affiliates) notifies such purchasing Applicable Certificateholder that such other Applicable Certificateholder wants to participate in such purchase, then such other Applicable Certificateholder (other than the Company or any of its Affiliates) may join with the purchasing Applicable Certificateholder to purchase all, but not less than all, of the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Certificates pro rata based on the outstanding principal amount of Fractional Undivided Interest in the Certificates Applicable Trust held by each such Applicable Certificateholder and (B) if prior to the end upon consummation of such ten-day period any other Certificateholder fails to notify the purchasing Certificateholder of such other Certificateholder's desire to participate in such a purchase, then such other purchase no Applicable Certificateholder shall lose its have a right to purchase the Class A Certificates, the Class B Certificates, the Class C Certificates and the Class D Series 1996-1E Trust Supplement Certificates pursuant to this Section and Section 6.01(b7.01(a) during the continuance of the Basic Agreement.such Certificate Buy-Out Event;