Return of Other Engines. In the event that any engine not owned by Lessor and leased to Lessee hereunder shall be delivered with the returned Airframe (a "Replacement Engine"), Lessee shall, concurrently with such delivery, at no cost to Lessor, furnish, or cause to be furnished, to Lessor a full warranty (as to title) xxxx of sale with respect to each such Replacement Engine, in form and substance reasonably satisfactory to Lessor, and shall take such other action as Lessor may reasonably request with respect to the transfer of title thereof to Lessor. Upon transfer of title to Lessor, such Replacement Engine shall be deemed to be an Engine for all purposes hereof and thereupon Lessor shall transfer to Lessee, without any representation, warranty or recourse of any kind whatsoever, express or implied, except a warranty as to the absence of Lessor's Liens, all of Lessor's right, title, and interest in and to any Engine not installed on such Airframe at the time of the return thereof. A Replacement Engine shall be the same or improved make and model as the Engines and, in any event, both engines on the returned Airframe shall be of the same make and model. Any engine returned shall meet the requirements set forth in Section 8.10, and shall be in the same or better condition and have the same or greater remaining value, utility and useful life as the replaced Engine, assuming that the replaced Engine was in such condition and repair and of the value, utility and useful life required by this Lease.
Appears in 2 contracts
Samples: Aircraft Lease Agreement (Republic Airways Holdings Inc), Aircraft Lease Agreement (Republic Airways Holdings Inc)
Return of Other Engines. In the event that any engine not owned by Lessor and leased to Lessee hereunder shall be delivered installed on the Airframe returned in accordance with Section 5.1, such engine shall be a Xxxxx & Xxxxxxx JT8D-9A engine (or an improved model engine fully compatible with the other Engine or engine installed on the Airframe). At the time of such replacement, such engine shall have performance and durability characteristics and a value, condition and utility at least equal to the Engine it replaced hereunder, assuming such Engine was maintained in accordance with the requirements of this Lease, and at the time the Airframe is returned Airframe (a "Replacement Engine")shall fully comply with all the requirements of this Lease, including this Section 5, which are applicable to Engines. Upon return of the Aircraft, Lessee shall, concurrently with such delivery, at no cost to Lessor, furnish, or cause to be furnished, shall duly convey to Lessor good title to any such replacement engine, free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender; and, upon such conveyance and as a condition thereto, Lessee will (a) furnish Lessor with a full warranty (as to title) xxxx of sale with respect to each such Replacement Enginesale, in form and substance reasonably satisfactory to Lessor, with respect to each such replacement engine, together with an opinion of counsel to the effect that such xxxx of sale has been duly authorized and shall delivered and is enforceable in accordance with its terms and that each such replacement engine is free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender, and (b) take such other action as Lessor may reasonably request with respect in order that title to such replacement engine may be duly and properly vested in Lessor to the transfer of title thereof to Lessorsame extent as the Engine replaced thereby. Upon transfer compliance by Lessee with the foregoing, Lessor will, so long as no Lease Event of title Default has occurred and is continuing, Transfer to Lessor, such Replacement Engine shall be deemed to be an Engine for all purposes hereof and thereupon Lessor shall transfer to Lessee, without any representation, warranty or recourse of any kind whatsoever, express or implied, except a warranty as to the absence of Lessor's Liens, all of Lessor's right, title, and interest in and to Lessee any Engine not installed on such the Airframe at the time of the return thereof. A Replacement Engine shall be the same or improved make return, free and model as the Engines andclear of all Liens, in any event, both engines on the returned Airframe shall be of the same make and model. Any engine returned shall meet the requirements set forth in Section 8.10, and shall be in the same or better condition and have the same or greater remaining value, utility and useful life as the replaced Engine, assuming that the replaced Engine was in such condition and repair and of the value, utility and useful life required by this Leaseincluding Lessor Liens.
Appears in 2 contracts
Samples: Sale and Lease Agreement (American Income Fund I-E), Sale and Lease Agreement (American Income Fund I-E)
Return of Other Engines. In the event that any engine not owned by Lessor and leased to Lessee hereunder shall be delivered with the returned Airframe (a "Replacement Engine"), Lessee shall, concurrently with such delivery, at no cost to Lessor, furnish, or cause to be furnished, to Lessor a full warranty (as to title) xxxx of sale with respect to each such Replacement Engine, in form and substance reasonably satisfactory to Lessor, and shall take such other action as Lessor may reasonably request with respect to the transfer of title thereof to Lessor. Upon transfer of title to Lessor, such Replacement Engine shall be deemed to be an Engine for all purposes hereof and thereupon Lessor shall will transfer to Lessee, without any representation, warranty or recourse of any kind whatsoever, express or implied, except a warranty as to the absence of Lessor's Liens, all of Lessor's right, title, and interest in and to any Engine not installed on such Airframe at the time of the return thereof. A Replacement Engine shall be the same or improved make and model as the Engines and, in any event, both engines on the returned Airframe shall be of the same make and model. Any engine returned shall meet the requirements set forth in Section 8.10, and shall be in the same or better condition and have the same or greater remaining value, utility and useful life as the replaced Engine, assuming that the replaced Engine was in such condition and repair and of the value, utility and useful life as required by this Lease.
Appears in 2 contracts
Samples: Aircraft Lease Agreement (Republic Airways Holdings Inc), Aircraft Lease Agreement (Republic Airways Holdings Inc)
Return of Other Engines. In the event that any engine not owned by the Lessor and leased to Lessee hereunder shall be delivered returned with the returned Airframe (Airframe, such engine shall satisfy the requirements for a "Replacement Engine"), shall be free and clear of all Liens other than Lessor's Liens and shall have a value, remaining useful life, utility and condition at least as great as the Engine replaced (assuming such Engine was maintained in accordance with the terms thereof) and the Lessee shall, at its own expense and concurrently with such deliveryreturn, at no cost to Lessor, furnish, or cause to be furnished, to furnish the Lessor with (i) a full warranty (as to title) xxxx of sale with respect to each such Replacement Engineguaranteed by Lessee, in form and substance reasonably satisfactory to Lessorthe Lessor and the Owner Participant, (ii) an Officer's Certificate as described in Section 7(e)(i)(F), and (iii) an opinion of counsel to the Lessee as described in Section 7(e)(ii), with respect to each such engine and shall take such other action as required by Section 7(e) to cause such engine to be a Replacement Engine or as the Lessor may reasonably request with respect to in order that such engine shall be duly and properly titled in the transfer Lessor free and clear of all Liens other than Lessor's Liens. Upon passage of title thereof to Lessor. Upon transfer of title to Lessor, such Replacement Engine engine shall be deemed to be an Engine for all purposes hereof and thereupon the Lessor shall will transfer to the Lessee, in "as-is, where is" condition, without any representation, recourse or warranty or recourse of any kind whatsoever, express or implied, except a warranty as to the absence of against Lessor's Liens, all of Lessor's right, title, title and interest of the Lessor or any Affiliate in and to any an Engine not installed on such the Airframe at the time of the return thereof. A Replacement Engine shall be the same or improved make and model as the Engines thereof and, in any eventif the Indenture has not been discharged, both engines on shall request that the returned Airframe shall be Indenture Trustee release such Engine from the Lien of the same make and model. Any engine returned shall meet the requirements set forth in Section 8.10, and shall be in the same or better condition and have the same or greater remaining value, utility and useful life as the replaced Engine, assuming that the replaced Engine was in such condition and repair and of the value, utility and useful life required by this LeaseIndenture.
Appears in 2 contracts
Samples: Lease Agreement (Midway Airlines Corp), Lease Agreement (Midway Airlines Corp)
Return of Other Engines. In the event that any at the time the Aircraft is returned to Lessor pursuant to the terms of this Section 9 and an Engine fails to meet the return conditions for such Engine as set forth herein, Lessee may return installed on the Airframe a Rolls-Royce RB211-22B engine not owned by Lessor and leased to Lessee hereunder but meeting all of the standards set forth in this Section 9; any such engine shall be delivered with the returned Airframe (a "Replacement Engine"), and Lessee shall, at its own expense and concurrently with such deliveryreturn, at no cost furnish Lessor with a full warranty xxxx of sale, in form and substance satisfactory to Lessor, furnish, or cause to be furnished, to Lessor a full warranty (as to title) xxxx of sale with respect to each such Replacement Engine, in form and substance reasonably satisfactory to Lessor, Engine and shall take such other action actions conveying title to the Replacement Engine to Lessor free and clear of all liens other than Lessor's Liens and such additional documents, including an opinion of counsel acceptable to Lessor, as Lessor may reasonably request with respect in order that title to such Replacement Engine shall be duly and properly vested in Lessor. Any Replacement Engine shall, at the transfer time it replaces an Engine, have a fair market value at least as great as the Engine it replaces and no such Replacement Engine shall, prior to its installation on the Airframe and the return of title thereof the Aircraft to Lessor, have had any disk, module or other Part removed and replaced with a disk, module or other part of lesser value than that it replaced. Upon transfer passage of title to Lessor, Lessor such Replacement Engine shall be deemed to be an Engine for all purposes hereof hereunder and thereupon Lessor shall transfer to Lessee, without any representation, recourse or warranty or recourse of any kind whatsoever, express or implied, except a warranty as to the absence of title excluding Lessor's Liens, all of Lessor's right, title, title and interest in and to any Engine not installed on such the Airframe at the time of the return thereof. A Replacement Engine shall be the same or improved make and model as the Engines and, in any event, both engines on the returned Airframe shall be of the same make and model. Any engine returned shall meet the requirements set forth in Section 8.10, and shall be in the same or better condition and have the same or greater remaining value, utility and useful life as the replaced Engine, assuming that the replaced Engine was in such condition and repair and of the value, utility and useful life required by this Leasethereof to Lessor.
Appears in 1 contract
Samples: Lease Agreement (Airfund Ii International Limited Partnership)
Return of Other Engines. In the event that any engine not owned by the Lessor and leased to Lessee hereunder shall be delivered returned with the returned Airframe (Airframe, such engine shall satisfy the requirements for a "Replacement Engine"), shall be free and clear of all Liens other than Lessor's Liens and shall have a value, remaining useful life, utility and condition at least as great as the Engine replaced (assuming such Engine was maintained in accordance with the terms thereof) and the Lessee shall, at its own expense and concurrently with such deliveryreturn, at no cost to Lessor, furnish, or cause to be furnished, to furnish the Lessor with (i) a full warranty (as to title) xxxx of sale with respect to each such Replacement Engineguaranteed by Lessee, in form and substance reasonably satisfactory to Lessorthe Lessor and the Owner Participant, (ii) an Officer's Certificate as described in Section 7(e)(i)(F), and (iii) an opinion of counsel to the Lessee as described in Section 7(e)(ii), with respect to each such engine and shall take such other action as required by Section 7(e) to cause such engine to be a Replacement Engine or as the Lessor may reasonably request with respect to in order that such engine shall be duly and properly titled in the transfer Lessor free and clear of all Liens other than Lessor's Liens. Upon passage of title thereof to Lessor. Upon transfer of title to Lessor, such Replacement Engine engine shall be deemed to be an Engine for all purposes hereof and thereupon the Lessor shall will transfer to the Lessee, without any representation, recourse or warranty or recourse of any kind whatsoever, express or implied, except a warranty as to the absence of against Lessor's Liens, all of Lessor's right, title, title and interest of the Lessor or any Affiliate in and to any an Engine not installed on such the Airframe at the time of the return thereof. A Replacement Engine shall be the same or improved make and model as the Engines thereof and, in any eventif the Indenture has not been discharged, both engines on shall exercise such rights as it has to cause such Engine to be released from the returned Airframe shall be Lien of the same make and model. Any engine returned shall meet the requirements set forth in Section 8.10, and shall be in the same or better condition and have the same or greater remaining value, utility and useful life as the replaced Engine, assuming that the replaced Engine was in such condition and repair and of the value, utility and useful life required by this LeaseIndenture.
Appears in 1 contract
Return of Other Engines. In the event that any engine not owned by the Lessor and leased to Lessee hereunder shall be delivered returned with the returned Airframe (Airframe, such engine shall satisfy the requirements for a "Replacement Engine"), shall be free and clear of all Liens other than Lessor's Liens and shall have a value, remaining useful life, utility and condition at least as great as the Engine replaced (assuming such Engine was maintained in accordance with the terms hereof) and the Lessee shall, at its own expense and concurrently with such deliveryreturn, at no cost to Lessor, furnish, or cause to be furnished, to furnish the Lessor with (i) a full warranty (as to title) xxxx of sale with respect to each such Replacement Engineguaranteed by Lessee, in form and substance reasonably satisfactory to Lessorthe Lessor and the Owner Participant, (ii) an Officer's Certificate as described in Section 7(e)(i)(F), and (iii) an opinion of counsel to the Lessee as described in Section 7(e)(ii), with respect to each such engine and shall take such other action as required by Section 7(e) to cause such engine to be a Replacement Engine or as the Lessor may reasonably request with respect to in order that such engine shall be duly and properly titled in the transfer Lessor free and clear of all Liens other than Lessor's Liens. Upon passage of title thereof to Lessor. Upon transfer of title to Lessor, such Replacement Engine engine shall be deemed to be an Engine for all purposes hereof and thereupon the Lessor shall will transfer to the Lessee, in "as-is, where is" condition, without any representation, recourse or warranty or recourse of any kind whatsoever, express or implied, except a warranty as to the absence of against Lessor's Liens, all of Lessor's right, title, title and interest of the Lessor or any Affiliate in and to any an Engine not installed on such the Airframe at the time of the return thereof. A Replacement Engine shall be the same or improved make and model as the Engines thereof and, in any eventif the Indenture has not been discharged, both engines on shall request that the returned Airframe shall be Indenture Trustee release such Engine from the Lien of the same make and model. Any engine returned shall meet the requirements set forth in Section 8.10, and shall be in the same or better condition and have the same or greater remaining value, utility and useful life as the replaced Engine, assuming that the replaced Engine was in such condition and repair and of the value, utility and useful life required by this LeaseIndenture.
Appears in 1 contract