Common use of Registration, Maintenance and Operation Clause in Contracts

Registration, Maintenance and Operation. The Owner Trustee, at its own cost and expense, will: (i) prior to mortgaging an Engine, item of Equipment or Lease (a) register with the International Registry (x) the ownership interest of the Owner Trustee in each Engine represented by the Contract of Sale (or Prospective Sale) constituting the Xxxx of Sale, as long as the seller of the Engine is situated in a Contracting State, as provided for in the Cape Town Convention, and (y) the Owner Trustee’s ownership interest with respect to each Lease, as long as the lessee of the Engine under such Lease is situated in a Contracting State, as provided for in the Cape Town Convention, and (b) cause each Engine, item of Equipment and Lease to be duly registered and at all times thereafter remain duly registered in the name of the Owner Trustee in accordance with the Act, if applicable, or other applicable law; (ii) make or cause such filings, registrations, or otherwise with the FAA, International Registry, and under the UCC as shall be required to perfect the Lien of Mortgagee with respect to all Collateral under the Mortgage, including but not limited to the following: (1) register the International Interest (or Prospective International Interest) of the Mortgagee, under this Mortgage, with respect to each Engine and Lease with the International Registry (so long as the lessee of the Engine under such Lease is situated in a Contracting State, as provided for in the Cape Town Convention); (2) register the International Interest (or Prospective International Interest) of the Lessor, under the Lease with respect to each Engine with the International Registry (so long as the lessee of the Engine under such Lease is situated in a Contracting State, as provided for in the Cape Town Convention); (3) register the Lien under this Mortgage and the Lease with the FAA pursuant to the Act; (4) file UCC financing statements in such states in the United States of America as required, in the judgment of Mortgagee, to perfect the Lien of Mortgagee in all UCC Collateral, which financing statements shall name Mortgagee as secured party and as Security Agent for the benefit of Credit Facility Lenders and Non-Lenders; and (5) maintain the rights and International Interests of the Owner Trustee and Mortgagee in the Engine, as against any third parties under the applicable laws of any jurisdiction within the United States and as against any third parties in any Contracting State under the Cape Town Convention; (iii) at all times maintain, service, repair, overhaul and test or cause to be maintained, serviced, repaired, overhauled and tested each Engine and item of Equipment so as to keep the same in as good operating condition as when originally mortgaged hereunder, ordinary wear and tear excepted, and, in any event in the condition required by the relevant Lease; and (iv) maintain or cause to be maintained (in the English language) all Records. Owner Trustee hereby confirms, represents and warrants that no further action, including any filing or recording of any document (including any financing statement in respect thereof under Article 9 of the Uniform Commercial Code of any applicable jurisdiction), is necessary or advisable to establish as against third parties the perfected first priority Lien of the Mortgagee on the Owner Trustee’s interest in each Engine, item of Equipment and Lease and in order to properly file, register and record this Mortgage, the International Interest of the Mortgagee under the Mortgage, or the International Interest of the Lessor in each Engine under the Lease, in any applicable jurisdiction in the United States. The Owner Trustee agrees to furnish Mortgagee with copies of all documents relating to the foregoing and with recording and registration data as promptly as practicable following the issuance of the same by the FAA and the International Registry.

Registration, Maintenance and Operation. The Owner TrusteeBorrower, at its own cost and expense, will: (ia) prior to mortgaging an such Engine, item of Equipment or Lease Lease, (ai) register with the International Registry (x) the ownership interest of the Owner Trustee Borrower in each Engine represented by the Contract of Sale (or Prospective Sale) constituting the Xxxx of Sale, as long as the seller of the Engine is situated in a Contracting State, as provided for in the Cape Town Convention, and (y) the Owner TrusteeBorrower’s ownership interest with respect to each Contract of Sale with respect to each Engine and Lease, as long as the lessee of the Engine under such Lease is situated in a Contracting State, as provided for in the Cape Town Convention, and (bii) cause each Engine, item of Equipment and Lease to be duly registered and at all times thereafter remain duly registered in the name of the Owner Trustee Borrower in accordance with the Act, if applicable, or other applicable law; (iib) make or cause such filings, registrations, or otherwise with the FAA, International Registry, and otherwise under the UCC as shall be required to perfect the Lien of Mortgagee with respect to all Collateral under the Mortgage, including but not limited to the following:of (1) register the International Interest (or Prospective International Interest) of the Mortgagee, under this Mortgage, with respect to each Engine and Lease with the International Registry (so long as the lessee of the Engine under such Lease is situated in a Contracting State, as provided for in the Cape Town Convention); (2) register the International Interest (or Prospective International Interest) of the Lessor, under the Lease with respect to each Engine with the International Registry (so long as the lessee of the Engine under such Lease is situated in a Contracting State, as provided for in the Cape Town Convention); (3) register the Prospective International Interest or International Interest and Lien under this Mortgage and the Lease with the FAA pursuant to the Act; (4) file UCC financing statements in such states in the United States of America as required, in the judgment of Mortgagee, to perfect the Lien of Mortgagee in all UCC Collateral, which financing statements shall name Mortgagee as secured party and as Security Agent for the benefit of Credit Facility Lenders and Non-Lenders; and (5) maintain the rights and International Interests and assignment of International Interests of the Engine Owner Trustee and Mortgagee Security Agent in the EngineEngines or Turboprop Engines, as against any third parties under the applicable laws of any jurisdiction within the United States and as against any third parties in any Contracting State under the Cape Town Convention; (iiic) at all times maintain, service, repair, overhaul and test or cause to be maintained, serviced, repaired, overhauled and tested each Engine and item of Equipment so as to keep the same in as good operating condition as when originally mortgaged hereunder, ordinary wear and tear excepted, and, in any event in the condition required by the relevant Lease; and (ivd) maintain or cause to be maintained (in the English language) all Records. Owner Trustee Borrower hereby confirms, represents and warrants that no further action, including any filing or recording of any document (including any financing statement in respect thereof under Article 9 of the Uniform Commercial Code of any applicable jurisdiction), is necessary or advisable to establish as against third parties the perfected first priority Lien of the Mortgagee on the Owner TrusteeBorrower’s interest in each Engine, item of Equipment and Lease and in order to properly file, register and record this Mortgage, the International Interest of the Mortgagee under the Mortgage, the assignment of International Interest of Mortgagee under the Lease, or the International Interest of the Lessor in each Engine under the Lease, in any applicable jurisdiction in the United States. The Owner Trustee Borrower agrees to furnish Mortgagee with copies of all documents relating to the foregoing and with recording and registration data as promptly as practicable following the issuance of the same by the FAA and the International Registry.