Common use of Replacement of Airframe and Engines Clause in Contracts

Replacement of Airframe and Engines. As promptly as practicable, and in any event on or before the Business Day next preceding the 180th day following the date of occurrence of such Event of Loss, Lessee shall, in compliance with Section 10.1.6, convey or cause to be conveyed to Lessor, to be leased by Lessee hereunder in replacement thereof, a Replacement Airframe (which need not be a new Replacement Airframe but shall have been placed in service not earlier than January 1, 1994) together with the same number of Replacement Engines as the Engines, if any, subject to such Event of Loss, such Replacement Airframe and Replacement Engines to be free and clear of all Liens (except Permitted Liens), to have a value, remaining useful life and utility at least equal to, and to be in as good operating condition as, the Airframe and Engines, if any, so replaced (for such purpose, it shall be assumed that the Airframe and such Engines were in the condition and repair required by the terms of this Lease). If Lessee shall not effect such replacement hereunder on or before the Business Day next preceding the 150th day following the date of the occurrence of such Event of Loss, then Lessee shall immediately deposit with Lessor, in the manner and in funds of the type specified in Section 3.6, an amount equal to the excess of the Stipulated Loss Value for the Aircraft over any funds then being held by Lessor or the Indenture Trustee with respect to such Event of Loss. If Lessee shall not perform its obligation to effect such replacement hereunder on or before the Business Day next preceding the 180th day following the date of the occurrence of such Event of Loss, then Lessee shall immediately pay to Lessor, in the manner and in funds of the type specified in Section 3.6, the aggregate amount specified in clauses (A), (B) and (C) of Section 10.1.3, net of any amount deposited with Lessor pursuant to the next preceding sentence of this Section 10.1.2.

Replacement of Airframe and Engines. As promptly as practicable, and in any event on or before the Business Day next preceding the 180th day following the date of occurrence of such Event of Loss, Lessee shall, in compliance with Section 10.1.6, convey or cause to be conveyed to Lessor, to be leased by Lessee hereunder in replacement thereof, a SALE AND LEASE AGREEMENT [N621SW] -34- 41 Replacement Airframe (which need not be a new Replacement Airframe but shall have been placed in service not earlier than January 1October 22, 1994) together with the same number of Replacement Engines as the Engines, if any, subject to such Event of Loss, such Replacement Airframe and Replacement Engines to be free and clear of all Liens (except Permitted Liens), to have a value, remaining useful life and utility at least equal to, and to be in as good operating condition as, the Airframe and Engines, if any, so replaced (for such purpose, it shall be assumed that the Airframe and such Engines were in the condition and repair required by the terms of this Lease). If Lessee shall not effect such replacement hereunder on or before the Business Day next preceding the 150th day following the date of the occurrence of such Event of Loss, then Lessee shall immediately deposit with Lessor, in the manner and in funds of the type specified in Section 3.6, an amount equal to the excess of the Stipulated Loss Value for the Aircraft over any funds then being held by Lessor or the Indenture Trustee with respect to such Event of Loss. If Lessee shall not perform its obligation to effect such replacement hereunder on or before the Business Day next preceding the 180th day following the date of the occurrence of such Event of Loss, then Lessee shall immediately pay to Lessor, in the manner and in funds of the type specified in Section 3.6, the aggregate amount specified in clauses (A), (B) and (C) of Section 10.1.3, net of any amount deposited with Lessor pursuant to the next preceding sentence of this Section 10.1.2.

Replacement of Airframe and Engines. As promptly as practicable, and in any event on or before the Business Day next preceding the 180th day following the date of occurrence of such Event of Loss, Lessee shall, in compliance with Section 10.1.6, convey or cause to be conveyed to Lessor, to be leased by Lessee hereunder in replacement thereof, a Replacement Airframe (which need not be a new Replacement Airframe but shall have been placed in service not earlier than January 1October 22, 1994) together with the same number of Replacement Engines as the Engines, if any, subject to such Event of Loss, such Replacement Airframe and Replacement Engines to be free and clear of all Liens (except Permitted Liens), to have a value, remaining useful life and utility at least equal to, and to be in as good operating condition as, the Airframe and Engines, if any, so replaced (for such purpose, it shall be assumed that the Airframe and such Engines were in the condition and repair required by the terms of this Lease). If Lessee shall not effect such replacement hereunder on or before the Business Day next preceding the 150th day following the date of the occurrence of such Event of Loss, then Lessee shall immediately deposit with Lessor, in SALE AND LEASE AGREEMENT [N602SW] -33- 40 the manner and in funds of the type specified in Section 3.6, an amount equal to the excess of the Stipulated Loss Value for the Aircraft over any funds then being held by Lessor or the Indenture Trustee with respect to such Event of Loss. If Lessee shall not perform its obligation to effect such replacement hereunder on or before the Business Day next preceding the 180th day following the date of the occurrence of such Event of Loss, then Lessee shall immediately pay to Lessor, in the manner and in funds of the type specified in Section 3.6, the aggregate amount specified in clauses (A), (B) and (C) of Section 10.1.3, net of any amount deposited with Lessor pursuant to the next preceding sentence of this Section 10.1.2.

Replacement of Airframe and Engines. As promptly as practicable, and in any event on or before the Business Day next preceding the 180th day following the date of occurrence of such Event of Loss, Lessee shall, in compliance with Section 10.1.6, convey or cause to be conveyed to Lessor, to be leased by Lessee hereunder in replacement thereof, a Replacement Airframe (which need not be a new Replacement Airframe but shall have been placed in service not earlier than January 1, 19941993) together with the same number of Replacement Engines as the Engines, if any, subject to such Event of Loss, such Replacement Airframe and Replacement Engines to be free and clear of all Liens (except SALE AND LEASE AGREEMENT [N605SW] -34- 41 Permitted Liens), to have a value, remaining useful life and utility at least equal to, and to be in as good operating condition as, the Airframe and Engines, if any, so replaced (for such purpose, it shall be assumed that the Airframe and such Engines were in the condition and repair required by the terms of this Lease). If Lessee shall not effect such replacement hereunder on or before the Business Day next preceding the 150th day following the date of the occurrence of such Event of Loss, then Lessee shall immediately deposit with Lessor, in the manner and in funds of the type specified in Section 3.6, an amount equal to the excess of the Stipulated Loss Value for the Aircraft over any funds then being held by Lessor or the Indenture Trustee with respect to such Event of Loss. If Lessee shall not perform its obligation to effect such replacement hereunder on or before the Business Day next preceding the 180th day following the date of the occurrence of such Event of Loss, then Lessee shall immediately pay to Lessor, in the manner and in funds of the type specified in Section 3.6, the aggregate amount specified in clauses (A), (B) and (C) of Section 10.1.3, net of any amount deposited with Lessor pursuant to the next preceding sentence of this Section 10.1.2.

Replacement of Airframe and Engines. As promptly as practicable, and in any event on or before the Business Day next preceding the 180th day following the date of occurrence of such Event of Loss, Lessee shall, in compliance with Section 10.1.6, convey or cause to be conveyed to Lessor, to be leased by Lessee hereunder in replacement thereof, a Replacement Airframe (which need not be a new Replacement Airframe but shall have been placed in service not earlier than January 1, 19941993) together with the same number of Replacement Engines as the Engines, if any, subject to such Event of Loss, such Replacement Airframe and Replacement Engines to be free and clear of all Liens (except Permitted Liens), to have a value, remaining useful life and utility at least equal to, and to be in as good operating condition as, the Airframe and Engines, if any, so replaced (for such purpose, it shall be assumed that the Airframe and such Engines were in the condition and repair required by the terms of this Lease). If Lessee shall not effect such replacement hereunder on or before the Business Day next preceding the 150th day following the date of the occurrence of such Event of Loss, then Lessee shall immediately deposit with Lessor, in the manner and in funds of the type specified in Section 3.6, an amount equal to the excess of the Stipulated Loss Value for the Aircraft over any funds then being held by Lessor or the Indenture Trustee with respect to such Event of Loss. If Lessee shall not perform its obligation to effect such replacement hereunder on or before the Business Day next preceding the 180th day following the date of the occurrence of such Event of Loss, then Lessee shall immediately pay to Lessor, in the manner and in funds of the type specified in Section 3.6, the aggregate amount specified in clauses (A), (B) and (C) of Section 10.1.3, net of any amount deposited with Lessor pursuant to the next preceding sentence of this Section 10.1.2.

Replacement of Airframe and Engines. As promptly as practicable, and in any event on or before the Business Day next preceding the 180th day following the date of occurrence of such Event of Loss, Lessee shall, in compliance with Section 10.1.6, convey or cause to be conveyed to Lessor, to be leased by Lessee hereunder in replacement thereof, a Replacement Airframe (which need not be a new Replacement Airframe but shall have been placed in service not earlier than January 1October 22, 1994) together with the same number of Replacement Engines as the Engines, if any, subject to such Event of Loss, such Replacement Airframe and Replacement Engines to be free and clear of all Liens (except Permitted Liens), to have a value, remaining useful life and utility at least equal to, and to be in as good operating condition as, the Airframe and Engines, if any, so replaced (for such purpose, it shall be assumed that the Airframe and such Engines were in the condition and repair required by the terms of this Lease). If Lessee shall not effect such replacement hereunder on or before the Business Day next preceding the 150th day following the date of the occurrence of such Event of Loss, then Lessee shall immediately deposit with Lessor, in the manner and in funds of the type specified in Section 3.6, an amount equal to the excess of the Stipulated Loss Value for the Aircraft over any funds then being held by Lessor or the Indenture Trustee with respect to such Event of Loss. If Lessee shall not perform its obligation to effect such replacement hereunder on or before the Business Day next preceding the 180th day following the date of the occurrence of such Event of Loss, then Lessee shall immediately pay to Lessor, in the manner and in funds of the type specified in Section 3.6, the aggregate amount specified in clauses (A), (B) and (C) of Section 10.1.3, net of any amount deposited with Lessor pursuant to the next preceding sentence of this Section 10.1.2.