Common use of Return of the Aircraft Clause in Contracts

Return of the Aircraft. (a) On the last Business Day of the ---------------------- Term (or such earlier date as this Lease may be terminated pursuant to Section 18 hereof) (the "Redelivery Date") all of the terms of this Section 5 shall apply and the Lessee at its expense will return the Aircraft to the Lessor by delivering the same, at the Lessee's own risk and expense, to the Lessee's maintenance facilities at Helsinki-Vantaa Airport, Finland (the "Redelivery Location"), fully equipped with all Engines installed thereon. In the event that any engine not an Engine shall be delivered with the returned Airframe as set forth herein in connection with the termination of the Lease, all engines then installed on the Airframe shall be of the same or another manufacturer of the same or an improved model and suitable for use on the Airframe but all of the same make and model and the Lessee, concurrently with such delivery, will, at its own expense and at no cost or expense to the Lessor, furnish the Lessor with a full warranty bill of sale from the Lessee, in form and substance satisfactory to the Lessor, with respect to such engine, and with an opinion of the Lessee's in house counsel to the effect that, upon such return, the Lessor will acquire good and marketable title to such engine free and clear of all rights of third parties under pooling, interchange, overhaul, repair and other arrangements and all other Liens (other than Lessor Liens), and the Lessee shall take such other action as the Lessor shall reasonably request, and thereupon the Lessor shall transfer to the Lessee, "as-is", "where-is", free and clear of all Lessor Liens, but otherwise without recourse or warranty (all as described in the first sentence of paragraph (vi) of Section 4(1)), except that appropriate changes shall be made to the references to the parties and to accommodate a sale and purchase rather than a lease), its title, if any, to such Engine not installed on the Airframe at the time of its return. The Lessor shall, subject to the terms and on the conditions of this Section 5, accept return of the Aircraft from the Lessee by executing and delivering to the Lessee a Redelivery Receipt of Aircraft and Engines, substantially in the form of Exhibit B hereto, not later than 3:30 p.m. local time on the Redelivery Date. At the Lessor's direction, the Lessee will (1) store the Aircraft out-of-doors at the Redelivery Location or out-of-doors at another location in Europe utilized for the storage and maintenance of the Lessee's aircraft, selected by the Lessee, in each case, at the Lessor's risk and the Lessee's expense for a period not to exceed ninety (90) days; or (2) on the Redelivery Date or at the end of the storage period referred to in the preceding clause (1), ferry the Aircraft at the Lessee's sole expense (including the cost of insurance of the type and in the amounts required during the Term under Section 11 hereof) to any airport in Europe selected by the Lessor, or to any other location selected by the Lessor at the Lessor's sole risk and expense, provided, however, that the -------- ------- Aircraft remains registered in Finland at all times during which it is under the Lessee's operational control. During such storage period, the Lessee will, during normal business hours, permit authorized representatives of the Lessor, each Owner Participant and any prospective purchaser or user of the Aircraft or any part thereof to inspect the same at all reasonable times and in any event without interfering with the Lessee's normal operations, it being understood and agreed that all such inspections shall be at the Lessor's risk and the Lessee shall have no obligation or liability whatsoever in any way relating to any such inspection other than the obligation to permit inspection of the Aircraft as provided in this sentence. Upon such return, and at the Lessee's sole expense: (i) the Aircraft (A) shall, at the election of the Lessee, be registered in the Republic of Finland, except that the Aircraft shall be registered in Finland or the United States if and as so elected by the Lessee at any time in accordance with Section 6(c), (assuming the Lessor, or its designee, is then, or its designee by a transfer may then be, eligible to be the registered owner of the Aircraft); (B) shall be in compliance with the provisions of Section 6 hereof; (C) shall be in as good condition as when delivered to the Lessee hereunder, ordinary operating wear and tear excepted, or, in the case of any such engines owned by the Lessee or in substitution or replacement of the original Engines, assuming that such Engine or Engines have the remaining useful life required in Section 5(a)(vi), shall have a value, utility and useful life at least equal to, and shall be in as good operating condition as required by, the terms and provisions hereof with respect to the Engines; (D) shall be clean by international commercial passenger airline operating standards; (B) shall, except as otherwise provided herein or as otherwise agreed by the Lessor, be in the same configuration as when the Aircraft was originally delivered to the Lessee hereunder; and (F) shall be free and clear of all Liens other than Lessor Liens; (ii) the Aircraft shall (A) have a currently effective airworthiness certificate and, at the Lessor's request, an airworthiness certificate for export to the United States or to any member country of the OECD designated by the Lessor (or to any other location as may be designated by the Lessor and which is reasonably acceptable to the Lessee) issued by the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be; (B) be duly certified as airworthy by the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be; (C) be in compliance with all airworthiness directives and mandatory requirements of the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be, and all applicable environmental, noise, air pollution and other similar standards of Finland and the International Civil Aviation Organization, in each case in existence on the date of such return and requiring terminating compliance within six (6) months (or the equivalent number of hours or cycles) of the Redelivery Date then applicable to the Airframe and each Engine, without regard to any waivers or exemptions delaying compliance with such directives or requirements applicable solely to the Lessee's use of the Aircraft but not applicable or available generally to any one or more other European operators; (D) have all components and systems operational; (E) have no deferred maintenance or inspection items, or placards and be free of corrosion in accordance with the limits of the Approved Maintenance Program; and (F) be configured and equipped as delivered for passenger use under regulations of the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be; (iii) the Airframe and each such Engine shall be in such condition as shall be required to meet (A) all manufacturer's mandatory service bulletins; and

Return of the Aircraft. (a) On the last Business Day of the ---------------------- Term (or such earlier date as this Lease may be terminated pursuant to Section 18 hereof) (the "Redelivery Date") all of the terms of this Section 5 shall apply and the Lessee at its expense will return the Aircraft to the Lessor by delivering the same, at the Lessee's own risk and expense, to the Lessee's maintenance facilities at Helsinki-Vantaa Airport, Finland (the "Redelivery Location"), fully equipped with all Engines installed thereon. In the event that any engine not an Engine shall be delivered with the returned Airframe as set forth herein in connection with the termination of the Lease, all engines then installed on the Airframe shall be of the same or another manufacturer of the same or an improved model and suitable for use on the Airframe but all of the same make and model and the Lessee, concurrently with such delivery, will, at its own expense and at no cost or expense to the Lessor, furnish the Lessor with a full warranty bill of sale from the Lessee, in form and substance satisfactory to the Lessor, with respect to such engine, and with an opinion of the Lessee's in house counsel to the effect that, upon such return, the Lessor will acquire good and marketable title to such engine free and clear of all rights of third parties under pooling, interchange, overhaul, repair and other arrangements and all other Liens (other than Lessor Liens), and the Lessee shall take such other action as the Lessor shall reasonably request, and thereupon the Lessor shall transfer to the Lessee, "as-is", "where-is", free and clear of all Lessor Liens, but otherwise without recourse or warranty (all as described in the first sentence of paragraph (vi) of Section 4(1)4(b), except that appropriate changes shall be made to the references to the parties and to accommodate a sale and purchase rather than a lease), its title, if any, to such Engine not installed on the Airframe at the time of its return. The Lessor shall, subject to the terms and on the conditions of this Section 5, accept return of the Aircraft from the Lessee by executing and delivering to the Lessee a Redelivery Receipt of Aircraft and Engines, substantially in the form of Exhibit B hereto, not later than 3:30 p.m. local time on the Redelivery Date. At the Lessor's direction, the Lessee will (1) store the Aircraft out-of-doors at the Redelivery Location or out-of-doors at another location in Europe utilized for the storage and maintenance of the Lessee's aircraft, selected by the Lessee, in each case, at the Lessor's risk and the Lessee's expense for a period not to exceed ninety (90) days; or (2) on the Redelivery Date or at the end of the storage period referred to in the preceding clause (1), ferry the Aircraft at the Lessee's sole expense (including the cost of insurance of the type and in the amounts required during the Term under Section 11 hereof) to any airport in Europe selected by the Lessor, or to any other location selected by the Lessor at the Lessor's sole risk and expense, provided, however, that the -------- ------- Aircraft remains registered in -------- ------- Finland at all times during which it is under the Lessee's operational control. During such storage period, the Lessee will, during normal business hours, permit authorized representatives of the Lessor, each Owner Participant and any prospective purchaser or user of the Aircraft or any part thereof to inspect the same at all reasonable times and in any event without interfering with the Lessee's normal operations, it being understood and agreed that all such inspections shall be at the Lessor's risk and the Lessee shall have no obligation or liability whatsoever in any way relating to any such inspection other than the obligation to permit inspection of the Aircraft as provided in this sentence. Upon such return, and at the Lessee's sole expense: (i) the Aircraft (A) shall, at the election of the Lessee, be registered in the Republic of Finland, except that the Aircraft shall be registered in Finland or the United States if IF and as so elected by the Lessee at any time in accordance with Section 6(c), ) (assuming the Lessor, or its designee, is then, or its designee by a transfer may then be, eligible to be the registered owner of the Aircraft); (B) shall be in compliance with the provisions of Section 6 hereof; (C) shall be in as good condition as when delivered to the Lessee hereunder, ordinary operating wear and tear excepted, or, in the case of any such engines owned by the Lessee or in substitution or replacement of the original Engines, assuming that such Engine or Engines have the remaining useful life required in Section 5(a)(vi), shall have a value, utility and useful life at least equal to, and shall be in as good operating condition as required by, the terms and provisions hereof with respect to the Engines; (D) shall be clean by international commercial passenger airline operating standards; (BE) shall, except as otherwise provided herein or as otherwise agreed by the Lessor, be in the same configuration as when the Aircraft was originally delivered to the Lessee hereunder; and (F) shall be free and clear of all Liens other than Lessor Liens; (ii) the Aircraft shall (A) have a currently effective airworthiness certificate and, at the Lessor's request, an airworthiness certificate for export to the United States or to any member country of the OECD designated by the Lessor (or to any other location as may be designated by the Lessor and which is reasonably acceptable to the Lessee) issued by the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be; (B) be duly certified as airworthy by the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be; (C) be in compliance with all airworthiness directives and mandatory requirements of the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be, and all applicable environmental, noise, air pollution and other similar standards of Finland and the International Civil Aviation Organization, in each case in existence on the date of such return and requiring terminating compliance within six (6) months (or the equivalent number of hours or cycles) of the Redelivery Date then applicable to the Airframe and each Engine, without regard to any waivers or exemptions delaying compliance with such directives or requirements applicable solely to the Lessee's use of the Aircraft but not applicable or available generally to any one or more other European operators; (D) have all components and systems operational; (E) have no deferred maintenance or inspection items, or placards and be free of corrosion in accordance with the limits of the Approved Maintenance Program; and (F) be configured and equipped as delivered for passenger use under regulations of the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be; (iii) the Airframe and each such Engine shall be in such condition as shall be required to meet (A) all manufacturer's mandatory service bulletins; and

Return of the Aircraft. (a) On the last Business Day of the ---------------------- Term (or such earlier date as this Lease may be terminated pursuant to Section 18 hereof) (the "Redelivery Date") all of the terms of this Section 5 shall apply and the Lessee at its expense will return the Aircraft to the Lessor by delivering the same, at the Lessee's own risk and expense, to the Lessee's maintenance facilities at Helsinki-Vantaa Airport, Finland (the "Redelivery Location"), fully equipped with all Engines installed thereon. In the event that any engine not an Engine shall be delivered with the returned Airframe as set forth herein in connection with the termination of the Lease, all engines then installed on the Airframe shall be of the same or another manufacturer of the same or an improved model and suitable for use on the Airframe but all of the same make and model and the Lessee, concurrently with such delivery, will, at its own expense and at no cost or expense to the Lessor, furnish the Lessor with a full warranty bill of sale from the Lessee, in form and substance satisfactory to the Lessor, with respect to such engine, and with an opinion of the Lessee's in house counsel to the effect that, upon such return, the Lessor will acquire good and marketable title to such engine free and clear of all rights of third parties under pooling, interchange, overhaul, repair and other arrangements and all other Liens (other than Lessor Liens), and the Lessee shall take such other action as the Lessor shall reasonably request, and thereupon the Lessor shall transfer to the Lessee, "as-is", "where-is", free and clear of all Lessor Liens, but otherwise without recourse or warranty (all as described in the first sentence of paragraph (vi) of Section 4(1)4(b), except that appropriate changes shall be made to the references to the parties and to accommodate a sale and purchase rather than a lease), its title, if any, to such Engine not installed on the Airframe at the time of its return. The Lessor shall, subject to the terms and on the conditions of this Section 5, accept return of the Aircraft from the Lessee by executing and delivering to the Lessee a Redelivery Receipt of Aircraft and Engines, substantially in the form of Exhibit B hereto, not later than 3:30 p.m. local time on the Redelivery Date. At the Lessor's direction, the Lessee will (1) store the Aircraft out-of-doors at the Redelivery Location or out-of-doors at another location in Europe utilized for the storage and maintenance of the Lessee's aircraft, selected by the Lessee, in each case, at the Lessor's risk and the Lessee's expense for a period not to exceed ninety (90) days; or (2) on the Redelivery Date or at the end of the storage period referred to in the preceding clause (1), ferry the Aircraft at the Lessee's sole expense (including the cost of insurance of the type and in the amounts required during the Term under Section 11 hereof) to any airport in Europe selected by the Lessor, or to any other location selected by the Lessor at the Lessor's sole risk and expense, provided, however, that the -------- ------- Aircraft remains registered in Finland at all times during which it is under the Lessee's operational control. During such storage period, the Lessee will, during normal business hours, permit authorized representatives of the Lessor, each Owner Participant and any prospective purchaser or user of the Aircraft or any part thereof to inspect the same at all reasonable times and in any event without interfering with the Lessee's normal operations, it being understood and agreed that all such inspections shall be at the Lessor's risk and the Lessee shall have no obligation or liability whatsoever in any way relating to any such inspection other than the obligation to permit inspection of the Aircraft as provided in this sentence. Upon such return, and at the Lessee's sole expense: (i) the Aircraft (A) shall, at the election of the Lessee, be registered in the Republic of Finland, except that the Aircraft shall be registered in Finland or the United States if and as so elected by the Lessee at any time in accordance with Section 6(c), (assuming the Lessor, or its designee, is then, or its designee by a transfer may then be, eligible to be the registered owner of the Aircraft); (B) shall be in compliance with the provisions of Section 6 hereof; (C) shall be in as good condition as when delivered to the Lessee hereunder, ordinary operating wear and tear excepted, or, in the case of any such engines owned by the Lessee or in substitution or replacement of the original Engines, assuming that such Engine or Engines have the remaining useful life required in Section 5(a)(vi), shall have a value, utility and useful life at least equal to, and shall be in as good operating condition as required by, the terms and provisions hereof with respect to the Engines; (D) shall be clean by international commercial passenger airline operating standards; (B) shall, except as otherwise provided herein or as otherwise agreed by the Lessor, be in the same configuration as when the Aircraft was originally delivered to the Lessee hereunder; and (F) shall be free and clear of all Liens other than Lessor Liens; (ii) the Aircraft shall (A) have a currently effective airworthiness certificate and, at the Lessor's request, an airworthiness certificate for export to the United States or to any member country of the OECD designated by the Lessor (or to any other location as may be designated by the Lessor and which is reasonably acceptable to the Lessee) issued by the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be; (B) be duly certified as airworthy by the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be; (C) be in compliance with all airworthiness directives and mandatory requirements of the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be, and all applicable environmental, noise, air pollution and other similar standards of Finland and the International Civil Aviation Organization, in each case in existence on the date of such return and requiring terminating compliance within six (6) months (or the equivalent number of hours or cycles) of the Redelivery Date then applicable to the Airframe and each Engine, without regard to any waivers or exemptions delaying compliance with such directives or requirements applicable solely to the Lessee's use of the Aircraft but not applicable or available generally to any one or more other European operators; (D) have all components and systems operational; (E) have no deferred maintenance or inspection items, or placards and be free of corrosion in accordance with the limits of the Approved Maintenance Program; and (F) be configured and equipped as delivered for passenger use under regulations of the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be; (iii) the Airframe and each such Engine shall be in such condition as shall be required to meet (A) all manufacturer's mandatory service bulletins; and

Return of the Aircraft. (a) On the last Business Day of the ---------------------- Term (or such earlier date as this Lease may be terminated pursuant to Section 18 hereof) (the "Redelivery Date") all of the terms of this Section 5 shall apply and the Lessee at its expense will return the Aircraft to the Lessor by delivering the same, at the Lessee's own risk and expense, to the Lessee's maintenance facilities at Helsinki-Vantaa Airport, Finland (the "Redelivery Location"), fully equipped with all Engines installed thereon. In the event that any engine not an Engine shall be delivered with the returned Airframe as set forth herein in connection with the termination of the Lease, all engines then installed on the Airframe shall be of the same or another manufacturer of the same or an improved model and suitable for use on the Airframe but all of the same make and model and the Lessee, concurrently with such delivery, will, at its own expense and at no cost or expense to the Lessor, furnish the Lessor with a full warranty bill of sale from the Lessee, in form and substance satisfactory to the Lessor, with respect to such engine, and with an opinion of the Lessee's in house counsel to the effect that, upon such return, the Lessor will acquire good and marketable title to such engine free and clear of all rights of third parties under pooling, interchange, overhaul, repair and other arrangements and all other Liens (other than Lessor Liens), and the Lessee shall take such other action as the Lessor shall reasonably request, and thereupon the Lessor shall transfer to the Lessee, "as-is", "where-is", free and clear of all Lessor Liens, but otherwise without recourse or warranty (all as described in the first sentence of paragraph (vi) of Section 4(1)4(b), except that appropriate changes shall be made to the references to the parties and to accommodate a sale and purchase rather than a lease), its title, if any, to such Engine not installed on the Airframe at the time of its return. The Lessor shall, subject to the terms and on the conditions of this Section 5, accept return of the Aircraft from the Lessee by executing and delivering to the Lessee a Redelivery Receipt of Aircraft and Engines, substantially in the form of Exhibit B hereto, not later than 3:30 p.m. local time on the Redelivery Date. At the Lessor's direction, the Lessee will (1) store the Aircraft out-of-of doors at the Redelivery Location or out-of-doors at another location in Europe utilized for the storage and maintenance of the Lessee's aircraft, selected by the Lessee, in each case, at the Lessor's risk and the Lessee's expense for a period not to exceed ninety (90) days; or (2) on the Redelivery Date or at the end of the storage period referred to in the preceding clause (1), ferry the Aircraft at the Lessee's sole expense (including the cost of insurance of the type and in the amounts required during the Term under Section 11 hereof) to any airport in Europe selected by the Lessor, or to any other location selected by the Lessor at the Lessor's sole risk and expense, provided, however, that the -------- ------- Aircraft remains registered in Finland at all times during which it is under the Lessee's operational control. During such storage period, the Lessee will, during normal business hours, permit authorized representatives of the Lessor, each Owner Participant and any prospective purchaser or user of the Aircraft or any part thereof to inspect the same at all reasonable times and in any event without interfering with the Lessee's normal operations, it being understood and agreed that all such inspections shall be at the Lessor's risk and the Lessee shall have no obligation or liability whatsoever in any way relating to any such inspection other than the obligation to permit inspection of the Aircraft as provided in this sentence. Upon such return, and at the Lessee's sole expense: (i) the Aircraft (A) shall, at the election of the Lessee, be registered in the Republic of Finland, except that the Aircraft shall be registered in Finland or the United States if and as so elected by the Lessee at any time in accordance with Section 6(c), ) (assuming the Lessor, or its designee, is then, or its designee by a transfer may then be, eligible to be the registered owner of the Aircraft); (B) shall be in compliance with the provisions of Section 6 hereof; (C) shall be in as good condition as when delivered to the Lessee hereunder, ordinary operating wear and tear excepted, or, in the case of any such engines owned by the Lessee or in substitution or replacement of the original Engines, assuming that such Engine or Engines have the remaining useful life required in Section 5(a)(vi), shall have a value, utility and useful life at least equal to, and shall be in as good operating condition as required by, the terms and provisions hereof with respect to the Engines; (D) shall be clean by international commercial passenger airline operating standards; (BE) shall, except as otherwise provided herein or as otherwise agreed by the Lessor, be in the same configuration as when the Aircraft was originally delivered to the Lessee hereunder; and (F) shall be free and clear of all Liens other than Lessor Liens; (ii) the Aircraft shall (A) have a currently effective airworthiness certificate and, at the Lessor's request, an airworthiness certificate for export to the United States or to any member country of the OECD designated by the Lessor (or to any other location as may be designated by the Lessor and which is reasonably acceptable to the Lessee) issued by the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be; (B) be duly certified as airworthy by the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be; (C) be in compliance with all airworthiness directives and mandatory requirements of the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be, and all applicable environmental, noise, air pollution and other similar standards of Finland and the International Civil Aviation Organization, in each case in existence on the date of such return and requiring terminating compliance within six (6) months (or the equivalent number of hours or cycles) of the Redelivery Date then applicable to the Airframe and each Engine, without regard to any waivers or exemptions delaying compliance with such directives or requirements applicable solely to the Lessee's use of the Aircraft but not applicable or available generally to any one or more other European operators; (D) have all components and systems operational; (E) have no deferred maintenance or inspection items, or placards and be free of corrosion in accordance with the limits of the Approved Maintenance Program; and (F) be configured and equipped as delivered for passenger use under regulations of the CAA or the equivalent aviation authority of the Applicable Jurisdiction, as the case may be; (iii) the Airframe and each such Engine shall be in such condition as shall be required to meet (A) all manufacturer's mandatory service bulletins; and