Common use of Rights of Transferee Clause in Contracts

Rights of Transferee. Notwithstanding the provisions of Section 7.02(a) hereof, the rights of any transferee who takes possession of the Aircraft, the Airframe or any Engine by reason of a transfer permitted by Section 7.02(a) hereof shall be subject and subordinate to, and any sublease or wet lease permitted by Section 7.02(a) hereof shall be made expressly subject and subordinate to, all the terms of this Lease, including, without limitation, the Lessor's right to repossession pursuant to Article 17 hereof and to avoid such sublease upon such repossession, and the Lessee shall remain primarily liable for the performance of all the terms of this Lease to the same extent as if such sublease or transfer had not occurred. Any such sublease shall include appropriate provisions for the maintenance, inspection (as required by Section 14.01 hereof), operation, use and insurance of the Aircraft, the Airframe and each Engine in accordance with the provisions of this Lease and shall provide assurances reasonably satisfactory to the Lessor that the sublessee may not further sublease any of such equipment. The Lessee shall give the Lessor, the Owner Participant and the Indenture Trustee 10 Business Days' prior written notice of any sublease of the Airframe with a term in excess of one year. The Lessee shall promptly provide the Lessor, the Owner Participant and the Indenture Trustee a copy of any sublease which has a term in excess of one year (and, if so requested by the Lessor, a copy of any other sublease) and, prior to execution and delivery of any sublease deliver to Lessor all other documents required hereunder relating to such sublease or transfer of possession.

Appears in 5 contracts

Samples: Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp)

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Rights of Transferee. Notwithstanding the provisions of Section 7.02(a) hereof, the rights of any transferee who takes possession of the Aircraft, the Airframe or any Engine by reason of a transfer permitted by Section 7.02(a) hereof shall be subject and subordinate to, and any sublease or wet lease permitted by Section 7.02(a) hereof shall be made expressly subject and subordinate to, all the terms of this Lease, including, without limitation, the Lessor's right to repossession pursuant to Article 17 hereof and to avoid such sublease upon such repossession, and the Lessee shall remain primarily liable for the performance of all the terms of this Lease and the other Operative Agreements to the same extent as if such sublease or transfer had not occurred. Any such sublease shall include appropriate provisions for the maintenance, inspection (as required by Section 14.01 hereof), operation, use and insurance of the Aircraft, the Airframe and each Engine in accordance with the provisions of this Lease and shall provide assurances reasonably satisfactory to the Lessor that the sublessee may not further sublease any of such equipment. The Lessee shall give the Lessor, the Owner Participant and the Indenture Trustee 10 Business Days' prior written notice of any sublease of the Airframe with a term in excess of one year. The Lessee shall promptly provide the Lessor, the Owner Participant and the Indenture Trustee a copy of any sublease which has a term in excess of one year (and, if so requested by the Lessor, a copy of any other sublease) and, prior to execution and delivery of any sublease deliver to the Lessor all other documents (including all insurance certificates evidencing compliance with this Lease) required hereunder relating to such sublease or transfer of possession.

Appears in 3 contracts

Samples: Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp)

Rights of Transferee. Notwithstanding the provisions of Section 7.02(a) hereof, the rights of any transferee who takes possession of the Aircraft, the Airframe or any Engine by reason of a transfer permitted by Section 7.02(a) hereof shall be subject and subordinate to, and any sublease or wet lease permitted by Section 7.02(a) hereof shall be made expressly subject and subordinate to, all the terms of this Lease, including, without limitation, the Lessor's right to repossession pursuant to Article 17 hereof and to avoid such sublease upon such repossession, and the Lessee shall remain primarily liable for the performance of all the terms of this Lease to the same extent as if such sublease or transfer had not occurred. Any such sublease shall include appropriate provisions for the maintenance, inspection (as required by Section 14.01 hereof), operation, use and insurance of the Aircraft, the Airframe and each Engine in accordance with the provisions of this Lease and shall provide assurances reasonably satisfactory to the Lessor that the sublessee may not further sublease any of such equipment. The Lessee shall give the Lessor, the each Owner Participant and the Indenture Trustee 10 Business Days' prior written notice of any sublease of the Airframe with a term in excess of one year. The Lessee shall promptly provide the Lessor, the each Owner Participant and the Indenture Trustee a copy of any sublease which has a term in excess of one year (and, if so requested by the Lessor, a copy of any other sublease) and, prior to execution and delivery of any sublease deliver to Lessor all other documents required hereunder relating to such sublease or transfer of possession.

Appears in 2 contracts

Samples: Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp)

Rights of Transferee. Notwithstanding the provisions of Section 7.02(a) hereof, the rights of any transferee who takes possession of the Aircraft, the Airframe or any Engine by reason of a transfer permitted by Section 7.02(a) hereof shall be subject and subordinate to, and any sublease or wet lease permitted by Section 7.02(a) hereof shall be made expressly subject and subordinate to, all the terms of this Lease, including, without limitation, the Lessor's right to repossession pursuant to Article 17 hereof and to avoid such sublease upon such repossession, and the Lessee shall remain primarily liable for the performance of all the terms of this Lease to the same extent as if such sublease or transfer had not occurred. Any such sublease shall include appropriate provisions for the maintenance, inspection (as required by Section 14.01 hereof), operation, use and insurance of the Aircraft, the Airframe and each Engine in accordance with the provisions of this Lease and shall provide assurances reasonably satisfactory to the Lessor that the sublessee may not further sublease any of such equipment. The Lessee shall give the Lessor, the Owner Participant and the Indenture Trustee 10 Business Days' prior written notice of any sublease of the Airframe with a term in excess of one year. The Lessee shall promptly provide the Lessor, the Owner Participant and the Indenture Trustee a copy of any sublease which has a term in excess of one year (and, if so requested by the Lessor, a copy of any other sublease) and, prior to execution and delivery of any sublease deliver to Lessor all other documents required hereunder relating to such sublease or transfer of possession.

Appears in 2 contracts

Samples: Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp)

Rights of Transferee. Notwithstanding the provisions of Section 7.02(a) hereof, the rights of any transferee who takes possession of the Aircraft, the Airframe or any Engine by reason of a transfer permitted by Section 7.02(a) hereof shall be subject and subordinate to, and any sublease or wet lease permitted by Section 7.02(a) hereof shall be made expressly subject and subordinate to, all the terms of this Lease, including, without limitation, the Lessor's right to repossession pursuant to Article 17 hereof and to avoid such sublease upon such repossession, and the Lessee shall remain primarily liable for the performance of all the terms of this Lease to the same extent as if such sublease or transfer had not occurredoccurred and all the other Operative Agreements shall remain in effect. Any such sublease shall include appropriate provisions for the maintenance, inspection (as required by Section 14.01 hereof), operation, use and insurance of the Aircraft, the Airframe and each Engine in accordance with the provisions of this Lease and shall provide assurances reasonably satisfactory to the Lessor that the sublessee may shall not further sublease any of such equipment. The Lessee shall give the Lessor, the Owner Participant and the Indenture Trustee 10 Business Daysat least 15 days' prior written notice of any sublease of the Airframe with a term in excess of one yearbefore the execution and delivery thereof. The Lessee shall promptly provide the Lessor, the Owner Participant and the Indenture Trustee a copy of any sublease which has having a term in excess of one year (six months or more, and, if so requested by in the Lessor, a copy case of any other sublease) and, prior to execution and delivery of promptly after a request therefor from any sublease deliver to Lessor all other documents required hereunder relating to such sublease or transfer of possessionPerson.

Appears in 2 contracts

Samples: Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp)

Rights of Transferee. Notwithstanding the provisions of Section 7.02(a) hereof, the rights of any transferee who takes possession of the Aircraft, the Airframe or any Engine by reason of a transfer permitted by Section 7.02(a) hereof shall be subject and subordinate to, and any sublease or wet lease permitted by Section 7.02(a) hereof shall be made expressly subject and subordinate to, all the terms of this Lease, including, without limitation, the Lessor's right to repossession pursuant to Article 17 hereof and to avoid such sublease upon such repossession, and the Lessee shall remain primarily liable for the performance of all the terms of this Lease to the same extent as if such sublease or transfer had not occurred. Any such sublease shall include appropriate provisions for the maintenance, inspection (as required by Section 14.01 hereof), operation, use and insurance of the Aircraft, the Airframe and each Engine in accordance with the provisions of this Lease and shall provide assurances reasonably satisfactory to the Lessor that the sublessee may not further sublease any of such equipment. The Lessee shall give the Lessor, the Owner Participant and the Indenture Trustee 10 Business Days' prior written notice of any sublease of the Airframe with a term in excess of one year. The Lessee shall promptly provide the Lessor, the Owner Participant and the Indenture Trustee a copy of any sublease which has a term in excess of one year (and, if so requested by the Lessor, a copy of any other sublease) and, prior to execution and delivery of any sublease deliver to the Lessor all other documents required hereunder relating to such sublease or transfer of possession.

Appears in 1 contract

Samples: Lease Agreement (Federal Express Corp)

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Rights of Transferee. Notwithstanding the provisions of Section 7.02(a) hereof, the rights of any transferee who takes possession of the Aircraft, the Airframe or any Engine by reason of a transfer permitted by Section 7.02(a) hereof shall be subject and subordinate to, and any sublease or wet lease permitted by Section 7.02(a) hereof shall be made expressly subject and subordinate to, all the terms of this Lease, including, without limitation, the Lessor's right to repossession pursuant to Article 17 hereof and to avoid such sublease upon such repossession, and the Lessee shall remain primarily liable for the performance of all the terms of this Lease to the same extent as if such sublease or transfer had not occurredoccurred and all the other Operative Agreements shall remain in effect. Any such sublease shall include appropriate provisions for the maintenance, inspection (as required by Section 14.01 hereof), operation, use ) and insurance of the Aircraft, the Airframe and each Engine in accordance with the provisions of this Lease and shall provide assurances reasonably satisfactory to the Lessor that the sublessee may shall not further sublease any of such equipment. The Lessee shall give notify the Lessor, the Owner Participant and the Indenture Trustee 10 within ten (10) Business Days' prior written notice Days after consummation of any sublease of the Airframe with a term in excess of one year. The Lessee shall promptly provide the Lessor, the Owner Participant and the Indenture Trustee a copy of any sublease which has a term in excess of one year twelve (and, if so requested by the Lessor, a copy of any other sublease) and, prior to execution and delivery of any sublease deliver to Lessor all other documents required hereunder relating to such sublease or transfer of possession.12)

Appears in 1 contract

Samples: Lease Agreement (Federal Express Corp)

Rights of Transferee. Notwithstanding the provisions of Section 7.02(a) hereof, the rights of any transferee who takes possession of the Aircraft, the Airframe or any Engine by reason of a transfer permitted by Section 7.02(a) hereof shall be subject and subordinate to, and any sublease or wet lease permitted by Section 7.02(a) hereof shall be made expressly subject and subordinate to, all the terms of this Lease, including, without limitation, the Lessor's right to repossession pursuant to Article 17 hereof and to avoid such sublease upon such repossession, and the Lessee shall remain primarily liable for the performance of all the terms of this Lease to the same extent as if such sublease or transfer had not occurred. Any such sublease shall be for a term shorter than the Term (as the Term may have been extended in accordance with the terms hereof before the commencement of such sublease) and shall include appropriate provisions for the maintenance, inspection (as required by Section 14.01 hereof), operation, use and insurance of the Aircraft, the Airframe and each Engine in accordance with the provisions of this Lease and shall provide assurances reasonably satisfactory to the Lessor that the sublessee may not further sublease any of such equipment. The Lessee shall give notify the Lessor, the Owner Participant Lessor and the Indenture Trustee 10 Business Days' prior written notice in advance of any sublease of the Airframe with a term in excess of one yearsublease. The Lessee shall shall, prior to the execution of any sublease, promptly provide deliver to the Lessor, the Owner Participant and the Indenture Trustee Lessor a copy of any such sublease which has a term in excess of one year (and, if so requested by the Lessor, a copy of any other sublease) and, prior to execution and delivery of any sublease deliver to Lessor all other documents required hereunder (including insurance certificates) relating to such sublease or transfer of possession. The Lessee shall promptly provide the Indenture Trustee with a copy of any sublease having a term of 12 months or more, prior to the execution thereof.

Appears in 1 contract

Samples: Lease Agreement (Federal Express Corp)

Rights of Transferee. Notwithstanding the provisions of Section 7.02(a) hereof, the rights of any transferee who takes possession of the Aircraft, the Airframe or any Engine by reason of a transfer permitted by Section 7.02(a) hereof shall be subject and subordinate to, and any sublease or wet lease permitted by Section 7.02(a) hereof shall be made expressly subject and subordinate to, all the terms of this Lease, including, without limitation, the Lessor's right to repossession pursuant to Article 17 hereof and to avoid such sublease upon such repossession, and the Lessee shall remain primarily liable for the performance of all the terms of this Lease to the same extent as if such sublease or transfer had not occurred. Any such sublease shall be for a term shorter than the Lease (as such Lease shall have been extended in accordance with its terms) and shall include appropriate provisions for the maintenance, inspection (as required by Section 14.01 hereof), operation, use and insurance of the Aircraft, the Airframe and each Engine in accordance with the provisions of this Lease and shall provide assurances reasonably satisfactory to the Lessor that the sublessee may not further sublease any of such equipment. The Lessee shall give notify the Lessor, Lessor within ten (10) Business Days after the Owner Participant and the Indenture Trustee 10 Business Days' prior written notice consummation of any sublease of the Airframe with which has a term in excess of greater than one year. The Lessee shall promptly provide the Lessor, the Owner Participant and the Indenture Trustee a copy of any sublease which has a term in excess of one year (and, if so requested by the Lessor, a copy of any other sublease) and, prior to execution and delivery of any sublease deliver to Lessor all other documents required hereunder relating to such sublease or transfer of possession.

Appears in 1 contract

Samples: Lease Agreement (Federal Express Corp)

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