Common use of Restriction on Leases Clause in Contracts

Restriction on Leases. Company shall not, and shall not permit any of its Subsidiaries to, become liable in any way, whether directly or by assignment or as a guarantor or other surety, for the obligations of the lessee under any lease, whether an Operating Lease or a Capital Lease (other than intercompany leases between Company and its wholly owned Subsidiaries); provided however that Company may become so obligated to the extent that, and only to the extent that, immediately after giving effect to the incurrence of liability with respect to such lease, the Consolidated Rental Payments at the time in effect during the then current Fiscal Year do not exceed $35 million plus the amount of Consolidated Rental Payments made during such Fiscal Year in respect of up to six 747-400F aircraft subject to Operating Leases as of the Fourth Restatement Date plus the amount of Consolidated Rental Payments in respect of up to two 747-400F aircraft per year, subject to the agreement dated June 9, 1997 between Company and The Boeing Company regarding the purchase of twelve new 747-400F aircraft and the option to purchase eight additional new 747-400F aircraft, plus an amount not to exceed $15 million during any Fiscal Year, equal to Consolidated Rental Payments incurred in connection with sale and leaseback transactions described in subsection 6.10, plus Consolidated Rental Payments assumed pursuant to acquisitions permitted under subsection 6.7(v). Notwithstanding the foregoing, the AFL III Leases shall be permitted hereunder and shall not be taken into account for purposes of determining compliance with the foregoing provisions of this subsection 6.9.

Restriction on Leases. Company shall not, and shall not permit any of its Subsidiaries to, become liable in any way, whether directly or by assignment or as a guarantor or other surety, for the obligations of the lessee under any lease, whether an Operating Lease or a Capital Lease (other than intercompany leases between Company and its wholly wholly-owned Subsidiaries); provided however that Company may become so obligated to the extent that, and only to the extent that, immediately after giving effect to the incurrence of liability with respect to such lease, the Consolidated Rental Payments at the time in effect during the then current Fiscal Year do not exceed $35 60 million plus the amount of Consolidated Rental Payments made during such Fiscal Year in respect of up to six four 747-400F aircraft subject to Operating Leases as of the Fourth Restatement Date plus the amount of Consolidated Rental Payments in respect of up to two 747-400F aircraft per yearaircraft, subject to the agreement dated June 9, 1997 between Company and The Boeing Company regarding the purchase of twelve new 747-400F aircraft and the option to purchase eight additional 10 new 747-400F aircraft, leased by the Company within twelve months following the Third Amended and Restated Closing Date, plus an amount not to exceed $15 12 million during any Fiscal Year, equal to Consolidated Rental Payments incurred in connection with sale and leaseback transactions described in subsection 6.10, plus Consolidated Rental Payments assumed pursuant to acquisitions permitted under subsection 6.7(v). Notwithstanding the foregoing, the AFL III Leases and the AFL II Leases shall be permitted hereunder and shall not be taken into account for purposes of determining compliance with the foregoing provisions of this subsection 6.9.

Restriction on Leases. Company shall not, and shall not permit any of its Subsidiaries to, become liable in any way, whether directly or by assignment or as a guarantor or other surety, for the obligations of the lessee under any lease, whether an Operating Lease or a Capital Lease (other than intercompany leases between Company and its wholly owned Subsidiaries); provided however that Company may become so obligated to the extent that, and only to the extent that, immediately after giving effect to the incurrence of liability with respect to such lease, the Consolidated Rental Payments at the time in effect during the then current Fiscal Year do not exceed $35 million plus the amount of Consolidated Rental Payments made during such Fiscal Year in respect of up to six 747-400F aircraft subject to Operating Leases as of the Fourth Restatement Date plus the amount of Consolidated Rental Payments in respect of up to two 747-400F aircraft per year, subject to the agreement dated June 9, 1997 between Company and The Boeing Company regarding the purchase of twelve new 747-400F aircraft and the option to purchase eight additional new 747-400F aircraft, plus an amount not to exceed $15 million during any Fiscal Year, equal to Consolidated Rental Payments incurred in connection with sale and leaseback transactions described in subsection 6.10, plus Consolidated Rental Payments assumed pursuant to acquisitions permitted under subsection 6.7(v); provided further that, notwithstanding the foregoing, Company shall not enter into any New Aircraft Lease unless (A) Company has delivered to Administrative Agent an originally executed officer's certificate, in form and substance satisfactory to the Administrative Agent, stating that the terms of the New Aircraft Lease Documents relating to such New Leased Aircraft are not less favorable to Company in any material respect than the terms described in the Boeing Term Sheet and (B) the term of such New Aircraft Lease does not expire prior to the first anniversary of the Final Scheduled Maturity Date; provided further that Company shall not agree to any amendment to such New Aircraft Lease that would cause the officer's certificate described above to be incorrect after giving effect to such amendment. Notwithstanding the foregoing, the AFL III Leases shall be permitted hereunder and shall not be taken into account for purposes of determining compliance with the foregoing provisions of this subsection 6.9.