Common use of Termination of Indenture Clause in Contracts

Termination of Indenture. Upon payment in full of the Principal Amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and other amounts then due with respect to the Equipment Notes and provided that there shall then be no other amounts then due to the Note Holders and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured hereby, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft and release of the Indenture Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and release; provided, however, that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee of all property part of the Trust Indenture Estate and the final distribution by the Indenture Trustee of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon payment in full of the Principal Amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and other amounts then due with respect to the Equipment Notes and provided that there shall then be no other amounts then due to the Note Holders and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured hereby, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft and release of the Indenture Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and release; provided, however, that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee of all property part Trust Indenture 92 - 87 - of the Trust Indenture Estate and the final distribution by the Indenture Trustee of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon (or at any time after) payment in full of the Principal Amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and all other amounts then due with respect to the under all Equipment Notes and provided that there shall then be no other amounts then Secured Obligations due to the Note Holders Holders, the Indenture Indemnitees and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured herebyParticipation Agreement, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing releasing the discharge of such Lien Aircraft, the Engines, the Purchase Agreement and the termination of such security interest in Purchase Agreement Assignment with the Aircraft Consent and release of the Indenture Documents Agreement attached thereto from the assignment and pledge thereof hereunder, Lien of this Indenture and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee give written notice thereof to give effect to such discharge, termination and releaseOwner; provided, however, that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee of all property constituting part of the Trust Indenture Estate and the final distribution by the Indenture Trustee of all moneys monies or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon Subject to Section 7.05, upon (or at any time after) payment in full of the Principal Amount principal amount of, Make-Whole Premium Amount, if any, and all accrued and unpaid interest on and all other amounts then due with respect to the under all Equipment Notes and provided that (i) there shall then be (x) no other amounts then Secured Obligations due to the Note Holders and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured herebyNoteholders, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Loan Trustee and the Note Holders hereunder shall terminateother Indenture Indemnitees hereunder, under the Participation Agreement or any other Operative Document, and (y) no Related Secured Obligations due under any Related Indenture or any other “Operative Document” (as defined in any Related Indenture) and (ii) in the Owner Trustee case of any redemption of all of the Equipment Notes pursuant to Section 2.11(a), the provisions of the foregoing clause (i) shall apply and no Related Indenture Bankruptcy Default or Related Indenture Event of Default shall have occurred and be continuing, the Company shall direct the Indenture Loan Trustee to execute and deliver to or as directed in writing by the Owner Trustee, Company an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in releasing the Aircraft and release the Engines and (subject to subclause (ix) of the Indenture Documents clause “third” of Section 3.03, if applicable) all other Collateral from the assignment and pledge thereof hereunder, Lien of this Indenture and the Indenture Loan Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and releaseaforesaid; provided, however, provided that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Loan Trustee of all property constituting part of the Trust Indenture Estate Collateral and the final distribution by the Indenture Loan Trustee of all moneys monies or other property or proceeds constituting part of the Trust Indenture Estate Collateral in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon Subject to Section 7.05, upon (or at any time after) payment in full of the Principal Amount principal amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and all other amounts then due with respect to the under all Equipment Notes and provided that (i) there shall then be (x) no other amounts then Secured Obligations due to the Note Holders Noteholders, Loan Trustee and the other Indenture Trustee hereunder or Indemnitees hereunder, under the Lease or the Refunding Participation Agreement or otherwise secured herebyany other Operative Document, and (y) no Related Secured Obligations due under any Related Indenture or any other “Operative Document” (as defined in any Related Indenture) and (ii) in the case of any redemption of all of the Equipment Notes pursuant to Section 2.11(a), the Lien of this Indenture shall be deemed discharged and the security interests in favor provisions of the foregoing clause (i) shall apply and no Related Indenture Trustee Bankruptcy Default or Related Indenture Event of Default shall have occurred and the Note Holders hereunder shall terminatebe continuing, and the Owner Trustee Company shall direct the Indenture Loan Trustee to execute and deliver to or as directed in writing by the Owner Trustee, Company an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in releasing the Aircraft and release the Engines and (subject to paragraph (vii) of the Indenture Documents clause “third” of Section 3.03, if applicable) all other Collateral from the assignment Lien of this Indenture and pledge thereof hereunder, and the Indenture Loan Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and releaseaforesaid; provided, however, provided that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Loan Trustee of all property constituting part of the Trust Indenture Estate Collateral and the final distribution by the Indenture Loan Trustee of all moneys monies or other property or proceeds constituting part of the Trust Indenture Estate Collateral in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon payment in full of the Principal Amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and other amounts then due with respect to the Equipment Notes and provided that there shall then be no other amounts then due to the Note Holders and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured hereby, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft Engine and release of the Indenture Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and release; provided, however, that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee of all property part of the Trust Indenture Estate and the final distribution by the Indenture Trustee of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.Indenture

Termination of Indenture. Upon Subject to Section 7.05, upon (or at any time after) payment in full of the Principal Amount principal amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and all other amounts then due with respect to the under all Equipment Notes and provided that (i) there shall then be (x) no other amounts then Secured Obligations due to the Note Holders and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured herebyNoteholders, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Loan Trustee and the Note Holders hereunder shall terminateother Indenture Indemnitees hereunder, under the Participation Agreement or any other Operative Document, and (y) no Related Secured Obligations due under any Related Indenture or any other “Operative Document” (as defined in any Related Indenture) and (ii) in the Owner Trustee case of any redemption of all of the Equipment Notes pursuant to Section 2.11(a), the provisions of the foregoing clause (i) shall apply and no Related Indenture Bankruptcy Default or Related Indenture Event of Default shall have occurred and be continuing, the Company shall direct the Indenture Loan Trustee to execute and deliver to or as directed in writing by the Owner Trustee, Company an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in releasing the Aircraft and release the Engines and (subject to subclause (xi) of the Indenture Documents clause “third” of Section 3.03, if applicable) all other Collateral from the assignment and pledge thereof hereunder, Lien of this Indenture and the Indenture Loan Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and releaseaforesaid; provided, however, provided that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Loan Trustee of all property constituting part of the Trust Indenture Estate Collateral and the final distribution by the Indenture Loan Trustee of all moneys monies or other property or proceeds constituting part of the Trust Indenture Estate Collateral in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon (or at any time after) ------------------------ payment in full of the Principal Amount of, Make-Whole principal of and interest on and Premium Amount, if any, and all accrued and unpaid interest on and other amounts then due with respect under, or otherwise due to the Equipment Notes holders of, all Certificates and provided that there shall then be no other amounts then due to the Note Loan Participants, the Certificate Holders and the Indenture Trustee hereunder or under the Lease any Participation Agreement or the Refunding Agreement other Operative Agreements or otherwise secured hereby, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, Trustee an appropriate instrument evidencing releasing each Aircraft from the discharge Lien of such Lien this TRUST INDENTURE Indenture and releasing the termination of such security interest in the Aircraft and release of the Indenture Documents Operative Agreements from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee Participant to give effect to such discharge, termination and release; provided, however, that -------- ------- this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee of all property part of the Trust Indenture Estate and and, in the case of any sale or other disposition pursuant to Section 4.04, the final distribution by the Indenture Trustee of all moneys monies or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon payment in full of the Principal Amount of, Make-Whole principal of and interest on and Break Amount, if any, and all accrued and unpaid interest on and other amounts due under all Certificates and the payment and performance in full of all other Secured Obligations referred to in clause (i) of the Granting Clause hereof then due with respect to and, if a Specified Default or an Event of Default shall have occurred and be continuing, payment in full of the Equipment Notes and provided that there shall then be no other amounts Other Secured Obligations then due to the Note Holders and unpaid, the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured hereby, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, Borrower an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in releasing the Aircraft and release of the Indenture Documents Estate from the assignment and pledge thereof hereunderLien of this Indenture, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's Borrower’s expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee Borrower to give effect to such discharge, termination and release; provided, however, that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or and the rights of the Holders of the Certificates and the Indenture Trustee shall terminate (and the Indenture Trustee shall release, by an appropriate instrument, the Indenture Estate and the Aircraft from the Lien of this Indenture) upon any sale or other final disposition by the Indenture Trustee of all property constituting part of the Trust Indenture Estate and the final distribution by the Indenture Trustee of all moneys monies or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. In addition, in connection with the release of the Lien of this Indenture, if an international interest in favor of Indenture Trustee with respect to the Airframe and any Engine subject to the Indenture shall have been registered with the International Registry, Indenture Trustee shall discharge or consent in writing to the discharge of such registration. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon payment in full (or at any time after) receipt by the Lease Indenture Trustee of a certificate from each Holder to the Principal Amount of, Make-Whole Amount, if anyeffect that the principal of and interest on, and all accrued and unpaid interest on and other amounts then due with respect payable to the Equipment Holders hereunder, under all Lessor Notes and provided that there under the Operative Documents otherwise secured hereby have been paid in full, the Lease Indenture Trustee shall then be no other amounts then due execute and deliver to the Note Holders and Owner Trust an appropriate instrument releasing the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured hereby, Estate from the Lien of this Indenture shall be deemed discharged and the security interests in favor of releasing the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft and release of the Indenture Estate Documents from the assignment and pledge thereof hereunder, and the Lease Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner TrusteeTrust's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee Trust to give effect to such discharge, termination and release; providedPROVIDED, howeverHOWEVER, that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Lease Indenture Trustee of all property constituting part of the Trust Indenture Estate and the final distribution by the Lease Indenture Trustee of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise providedFurther, this Indenture and upon the trusts created hereby shall continue purchase or prepayment in full force of the Lessor Notes pursuant to Section 2.10 or 2.11 hereof, and receipt by the Lease Indenture Trustee of a certificate from each Holder to the effect in accordance with that all other sums payable to the terms hereof.Holders hereunder and under the Operative Documents, the Lease

Termination of Indenture. Upon payment in full of the Principal Amount principal amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and all other amounts then due with respect to the under all Equipment Notes and provided that (i) there shall then be (x) no other amounts then Secured Obligations due to the Note Holders and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured herebyNoteholders, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Loan Trustee and the Note Holders hereunder shall terminateother Indenture Indemnitees hereunder, under the Participation Agreement or any other Financing Agreement, and (y) no Related Secured Obligations due under any Related Indenture or any other “Financing Agreement” (as defined in any Related Indenture) and (ii) in the case of any redemption of all of the Equipment Notes pursuant to Section 2.11(a), the provisions of the foregoing clause (i) shall apply and no Related Indenture Event of Default shall have occurred and be continuing, the Owner Trustee shall direct the Indenture Loan Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in releasing the Aircraft and release the Engines and (subject to subclause (ix) of the Indenture Documents clause “third” of Section 3.03, if applicable) all other Collateral from the assignment and pledge thereof hereunder, Lien of this Indenture and the Indenture Loan Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and releaseaforesaid; provided, however, provided that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Loan Trustee of all property constituting part of the Trust Indenture Estate Collateral and the final distribution by the Indenture Loan Trustee of all moneys monies or other property or proceeds constituting part of the Trust Indenture Estate Collateral in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon Subject to Section 7.04 and Section 7.05, upon (or at any time after) payment in full of the Principal Amount principal amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and all other amounts then due with respect to the under all Equipment Notes and provided that (i) there shall then be (x) no other amounts then Secured Obligations due and unpaid to the Note Holders and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured herebyNoteholders, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Loan Trustee and the Note Holders hereunder shall terminateother Indenture Indemnitees hereunder, under the Participation Agreement or any other Operative Document, and (y) no Related Secured Obligations due and unpaid under any Related Indenture or any other “Operative Document” (as defined in any Related Indenture) and (ii) in the Owner Trustee case of any redemption of all of the Equipment Notes pursuant to Section 2.11(a), the provisions of Indenture and Security Agreement (American Airlines 2019-1 Aircraft EETC) [Reg. No.] the foregoing clause (i) shall apply and no Related Indenture Bankruptcy Default or Related Indenture Event of Default shall have occurred and be continuing, the Company shall direct the Indenture Loan Trustee to execute and deliver to or as directed in writing by the Owner Trustee, Company an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in releasing the Aircraft and release the Engines and (subject to subclause (xi) of the Indenture Documents clause “third” of Section 3.03, if applicable) all other Collateral from the assignment and pledge thereof hereunder, Lien of this Indenture and the Indenture Loan Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and releaseaforesaid; provided, however, provided that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Loan Trustee of all property constituting part of the Trust Indenture Estate Collateral and the final distribution by the Indenture Loan Trustee of all moneys monies or other property or proceeds constituting part of the Trust Indenture Estate Collateral in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon payment in full of the Principal Amount of, Make-Whole Amount, if anyprincipal of and interest on, and all accrued and unpaid interest on and other amounts then due with respect payable to the Equipment Noteholders hereunder, under all Lessor Notes and provided that there shall then be no other amounts then due under the Operative Documents and to the Note Holders and issuer of the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured herebyDebt Service Letter of Credit, the Lien of this Indenture Security Agent shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, Lessor an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft and release of releasing the Indenture Estate from the lien of this Lease Indenture and releasing the Indenture Estate Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee Security Agent shall execute and deliver such instrument as aforesaid and, at the Owner TrusteeXxxxxx's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee Lessor to give effect to such discharge, termination and release; providedPROVIDED, howeverHOWEVER, that this Lease Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee Security Agent of all property constituting part of the Trust Indenture Estate and the final distribution by the Indenture Trustee Security Agent of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Further, upon the purchase or redemption of the Lessor Notes pursuant to Section 4.7 or 4.8 hereof, and receipt by the Lease Indenture Trustee and then the Security Agent of a certificate from each Noteholder to the effect that all sums payable to the Noteholders hereunder and under the Operative Documents, the Security Agent shall execute and deliver to the Owner Lessor an appropriate instrument releasing the Indenture Estate from the lien of this Lease Indenture and releasing the Indenture Estate Documents from the assignment and pledge hereunder, and the Security Agent shall execute and deliver such instruments as aforesaid. Except as aforesaid otherwise providedprovided in this Section 12.1, this Lease Indenture and the trusts lien created hereby by this Lease Indenture shall continue in full force and effect in accordance with the terms hereof. Promptly upon receipt by a Noteholder of payment in full of the principal of and interest on the Lessor Notes held by it, and all other amounts payable to it hereunder, under the Lessor Notes and under the Operative Documents and under the Debt Service Reserve Letter of Credit such Noteholder shall deliver the appropriate certificate contemplated by the foregoing sentences of this Section 12.1 to be delivered by it.

Termination of Indenture. Upon (or at any time after) payment in full of the Principal Amount ofprincipal amount, Make-Whole Amount, if any, and all accrued and unpaid interest on and all other amounts then due with respect to the under all Equipment Notes and provided that there shall then be no other amounts then Secured Obligations due to the Note Holders Noteholders, Indenture Indemnitees and the Indenture Loan Trustee hereunder or under the Lease Participation Agreement, Owner Trustee and Loan Trustee shall be deemed to have been released and discharged from their respective obligations hereunder and under the Equipment Notes and the security interest, mortgage lien and all other estate, right, title and interest granted by this Indenture shall cease and become null and void and all of the property, rights, interests and privileges granted as security for the Equipment Notes shall revert to and revest in Owner Trustee without any other act or formality whatsoever, and Loan Trustee shall, upon the Refunding Agreement written request of Owner Trustee, execute and deliver to, or otherwise secured herebyas directed in writing by, Owner Trustee an appropriate instrument (in due form for recording) releasing the Aircraft and the balance of the Indenture Estate from the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft and release of the Indenture Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver together with such other instruments or and documents as may be reasonably requested by the Owner Trustee reasonably requests to give effect to such discharge, the release and termination and releaseshall give written notice thereof to Lessee, and, in such event, this Indenture and the trusts created hereby shall terminate and this Indenture shall be of no further force or effect; provided, however, that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Loan Trustee of all property constituting part of the Trust Indenture Estate and the final distribution by the Indenture Loan Trustee of all moneys monies or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise providedprovided above, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon payment in full of the Principal Amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and other amounts then due with respect to the Equipment Notes and provided that there shall then be no other amounts then due to the Note Holders and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured hereby, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft and release of the Indenture Documents Trust Indenture 91 - 86 - from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and release; provided, however, that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee of all property part of the Trust Indenture Estate and the final distribution by the Indenture Trustee of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon payment in full of the Principal Amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and other amounts then due with respect to the Equipment Notes and provided that there shall then be no other amounts then due to the Note Holders and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured hereby, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft and release of the Indenture Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and release; provided, however, that this This Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect upon the earlier of (a) payment in full of the principal of, interest (including interest at the Overdue Rate, if any), Premium Amount, if any, on all the Notes and all other amounts payable with respect to the Notes as expressly provided pursuant set forth in the Note and the schedules thereto payable to Article X hereof any Noteholder and (ii) payment in full of all amounts to the Indenture Trustee hereunder, under the Notes and under the Participation Agreement, or upon any (b) the sale or other final disposition by the Indenture Trustee of all property part or the Owner Trustee, as the case may be, of the Trust Indenture Estate and the final distribution by the Indenture Trustee of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms of Section 5 hereof. Except as aforesaid otherwise ; provided, however, that if at the time of any such sale or disposition as provided in the foregoing clause (b) (unless the conditions set forth in clause (a) above have been satisfied) (i) a Lease Event of Default shall have occurred and be continuing or (ii) an Indenture Event of Default shall have occurred and be continuing, then this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereofhereof until such time as such Lease Event of Default or Indenture Event of Default shall have been remedied or waived. Upon such payment in full of all amounts referred to in clause (a) above, the Indenture Trustee shall pay all moneys or other properties or proceeds constituting part of the Indenture Estate (the distribution of which is not otherwise provided for herein) to the Owner Trustee. Upon the termination of this Indenture, the Owner Trustee and the Indenture Trustee shall each execute and deliver such release, notice or other document as any party to this Indenture may reasonably request for the purpose of evidencing such termination.

Termination of Indenture. Upon (or at any time after) payment in full of the Principal Amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and all other amounts then due with respect to the under all Equipment Notes and provided that there shall then be no other amounts then Secured Obligations due to the Note Holders Holders, the Indenture Indemnitees and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured herebyParticipation Agreement, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in releasing the Aircraft and release the Engines from the Lien of this Indenture and releasing the Indenture Documents Purchase Agreement and the Purchase Agreement Assignment with the Consent and Agreement attached thereto from the assignment and pledge thereof hereunder, hereunder and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee give written notice thereof to give effect to such discharge, termination and releaseOwner; provided, however, that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee of all property constituting part of the Trust Indenture Estate and the final distribution by the Indenture Trustee of all moneys monies or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon payment in full of the Principal Amount of, Make-Whole Amount, if anyprincipal of and interest on, and all accrued and unpaid interest on and other amounts then due with respect payable to the Equipment Noteholders hereunder, under all Lessor Notes and provided that there shall then be no other amounts then due to the Note Holders and the Indenture Trustee hereunder or under the Lease or Operative Documents and to each of the Refunding Agreement or otherwise secured herebyDebt Service Letter of Credit Secured Parties, the Lien of this Indenture Security Agent shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, Lessor an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft and release of releasing the Indenture Estate from the lien of this Lease Indenture and releasing the Indenture Estate Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee Security Agent shall execute and deliver such instrument as aforesaid and, at the Owner TrusteeLessor's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee Lessor to give effect to such discharge, termination and release; providedPROVIDED, howeverHOWEVER, that this Lease Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee Security Agent of all property constituting part of the Trust Indenture Estate and the final distribution by the Indenture Trustee Security Agent of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Further, upon the purchase or redemption of the Lessor Notes pursuant to Section 4.7 or 4.8 hereof, and receipt by the Lease Indenture Trustee and then the Security Agent of a certificate from each Noteholder to the effect that all sums payable to the Noteholders hereunder and under the Operative Documents, the Security Agent shall execute and deliver to the Owner Lessor an appropriate instrument releasing the Indenture Estate from the lien of this Lease Indenture and releasing the Indenture Estate Documents from the assignment and pledge hereunder, and the Security Agent shall execute and deliver such instruments as aforesaid. Except as aforesaid otherwise providedprovided in this Section 12.1, this Lease Indenture and the trusts lien created hereby by this Lease Indenture shall continue in full force and effect in accordance with the terms hereof. Promptly upon receipt by a Noteholder of payment in full of the principal of and interest on the Lessor Notes held by it, and all other amounts payable to it hereunder, under the Lessor Notes and under the Operative Documents and under the Debt Service Reserve Letter of Credit such Noteholder shall deliver the appropriate certificate contemplated by the foregoing sentences of this Section 12.1 to be delivered by it.

Termination of Indenture. Upon (or at any time after) ------------------------ payment in full of the Principal Amount of, principal of and interest on and Make-Whole Amount, if any, and all accrued and unpaid interest on and other amounts then Secured Obligations due with respect under, or otherwise due to the holders of, all Equipment Notes and provided that there shall then be no other amounts then Secured Obligations due to the Note Holders Noteholders and the Indenture Trustee hereunder or under the Lease Participation Agreement or the Refunding Agreement other Operative Agreements or otherwise secured hereby, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, Trustee an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in releasing the Aircraft from the Lien of this Indenture and release of releasing the Indenture Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee Participant to give effect to such discharge, termination and release; provided, however, that this -------- ------- Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee of all property constituting part of the Trust Indenture Estate and the final distribution by the Indenture Trustee of all moneys monies or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. (a) Upon (or at any time after) payment in full of the Principal Amount ofprincipal amount, Make-Whole Amount, if any, Break Amount, if any, and all accrued and unpaid interest on and all other amounts then due with respect to the under all Equipment Notes and Related Equipment Notes, and provided that there shall then be no other amounts then Secured Obligations or Related Secured Obligations due to the Note Holders Noteholders, Related Noteholders, Indenture Indemnitees, Loan Trustee and the Indenture Trustee Related Loan Trustees hereunder or under the Lease Participation Agreement, the other Operative Documents or the Refunding Agreement Related Indentures, Company and Loan Trustee shall be deemed to have been released and discharged from their respective obligations hereunder and under the Equipment Notes and the security interest, mortgage lien and all other estate, right, title and interest granted by this Indenture shall cease and become null and void and all of the property, rights, interests and privileges granted as security for the Equipment Notes shall revert to and revest in Company without any other act or otherwise secured herebyformality whatsoever, and Loan Trustee shall, upon the written request of Company, execute and deliver to, or as directed in writing by, Company an appropriate instrument (in due form for recording) releasing the Aircraft and the balance of the Collateral from the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft and release of the Indenture Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver together with such other instruments or and documents as may be Company reasonably requested by the Owner Trustee requests to give effect to the release and termination, and, in such dischargeevent, termination this Indenture and releasethe trusts created hereby shall terminate and this Indenture shall be of no further force or effect; provided, however, that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Loan Trustee of all property constituting part of the Trust Indenture Estate Collateral and the final distribution by the Indenture Loan Trustee of all moneys monies or other property or proceeds constituting part of the Trust Indenture Estate Collateral in accordance with the terms hereof. Except as aforesaid otherwise providedprovided above, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereofhereof ; provided further, however, that no payment of any amount due under any Related Equipment Note or any Related Indenture, any amount payable to any Related Loan Trustee or payment of any other Related Secured Obligation shall be required in connection with the termination of this Indenture arising from a mandatory redemption of Equipment Notes pursuant to Section 2.10(a). Notwithstanding the foregoing, if this Indenture has not terminated prior to the Final Payment Date, this Indenture shall not terminate on the Final Payment Date unless no Event of Default of the type referred to in Section 4.01(j) exists.

Termination of Indenture. Upon payment in full of the Principal Amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and other amounts then due with respect to the Equipment Notes and provided that there shall then be no other amounts then due to the Note Holders and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured hereby, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft and release of the Indenture Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and release; provided, however, that this This Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant (or with respect to Article X hereof the Georgia Properties shall be cancelled and surrendered) upon the earlier of (a) payment in full of the principal of, Redemption Premium, if any, and interest (including interest at the Overdue Rate, if any) on all of the Secured Notes and all other amounts payable to any Holder or upon to the Indenture Trustee hereunder, under the Secured Notes and under any other Operative Document, and (b) the sale or other final disposition by the Indenture Trustee of all property part of the Trust Indenture Estate Trustee's right, title and interest in the Properties in accordance with the terms hereof and the final distribution by the Indenture Trustee of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereofof Article VI. Except Upon such payment in full of all amounts referred to in clause (a) of the preceding sentence, the Indenture Trustee shall pay all moneys or other properties or proceeds constituting part of the Estate (the distribution of which is not otherwise provided for herein) to the Grantor. Upon the termination of this Indenture, the Grantor and the Indenture Trustee shall at the expense of the Grantor each execute and deliver such release, notice or other document as aforesaid otherwise providedthe other party may reasonably request for the purpose of evidencing such termination. With respect to each Property, this Indenture and the trusts created hereby shall continue terminate and such Property (but only such Property) shall be released from the Lien of this Indenture and the other Security Documents upon any of (i) the termination of the Lease with respect to such Property by Lessee pursuant to Section 3.1 or Section 6.1 thereof; provided that no Property shall be released from the lien of this Indenture pursuant to this clause (i) unless immediately after giving effect to such release the ratio of (a) the outstanding principal amount of the Outstanding Notes to (b) the aggregate Lessor's Cost of the Property that has not been released from the Lien of the Security Documents shall not exceed the Maximum Loan to Collateral Value Ratio, (ii) the termination of the Lease with respect to such Property pursuant to Section 14.1 or 14.3 thereof and the payment in full force to the Indenture Trustee of the amounts required to be paid pursuant to Section 2.04(a) hereof in respect of such Property, (iii) the termination of the Lease with respect to such Property pursuant to the Lessee's exercise of its rights under Section 9.3(iii) of the Participation Agreement and effect the payment in full to the Indenture Trustee of the amounts required to be paid pursuant to Section 2.04(b) hereof in respect of such Property, (iv) the termination of the Lease with respect to such Property pursuant to Section 6.2 of the Lease and the payment in full to the Indenture Trustee of the amounts required to be paid pursuant to Section 2.04(c) hereof in respect of such Property or (v) the termination of the Lease with respect to such Property pursuant to the Lessee's exercise of its rights under Section 9.1, 9.3(i) or 9.3(ii) of the Participation Agreement and the payment in full to the Indenture Trustee of the amounts required to be paid pursuant to Section 2.04(d) hereof in respect of such Property. Upon the termination of this Indenture with respect to any Property as provided in the immediately preceding sentence, (i) each of the Grantor and the Indenture Trustee, at the expense of the Owner Participant, shall execute and deliver such release, notice or other document as the other party may reasonably request with respect to such Property for the purpose of evidencing such partial termination, and (ii) the Grantor, at the expense of the Owner Participant, shall immediately transfer title to and possession of such Property to an Affiliate or other third party in accordance with the terms hereofof Section 6.29(e) of the Participation Agreement. Notwithstanding anything to the contrary contained herein or in any other Operative Document, in no event shall any Property be released from the Lien of this Indenture and the other Security Documents unless after giving effect to such release, the aggregate Lessor's Cost of all Properties remaining subject to the Lien of this Indenture and the other Security Documents shall be equal to or greater than the difference between (x) $193,814,079.00 and (y) the Lessor's Cost attributable to any Property released from the Lien of the Indenture upon the occurrence of a Terminating Event, if any; provided, however, that notwithstanding anything contained in this paragraph, any Property may be released from the Lien of this Indenture and the Security Documents if the Grantor shall prepay, with funds provided by the Owner Participant or the Recourse Guarantor, the Secured Notes in full at a redemption price equal to the amount of the Secured Notes Outstanding together with Redemption Premium applicable thereto, and all accrued and unpaid interest thereon to the date fixed for such redemption and any other amounts then due and payable hereunder or under any other Operative Document to or for the benefit of any Holder or the Indenture Trustee. Notwithstanding any other provision of this Section 11.01, this Indenture and the trusts created hereby shall terminate and this Indenture shall be of no further force or effect twenty-one (21) years less one (1) day after the death of the last survivor of the lineal descendants of Xxxxxx X. Xxxxxxx, father of the late Xxxx X. Xxxxxxx, President of the United States of America from 1961-1963, alive as of the date of this Indenture; provided, that if such trusts shall be or become valid under Applicable Laws and Regulations for a period subsequent to such date (or, without limiting the generality of the foregoing, if legislation shall become effective providing for the validity or permitting the effective grant of such trusts for a period exceeding the period for which such trusts are hereinabove stated to extend and be valid), then such trusts shall not terminate as aforesaid but shall extend to and continue in effect, but only if such non-termination and extension shall then be valid under Applicable Laws and Regulations, until such time as the same shall, under Applicable Laws and Regulations, cease to be valid.

Termination of Indenture. Upon (or at any time after) ------------------------ payment in full of the Principal Amount of, Make-Whole Amountprincipal of and interest on and Breakage Cost, if any, and all accrued and unpaid interest on and other amounts then Secured Obligations due with respect under, or otherwise due to the holders of, all Equipment Notes and provided that there shall then be no other amounts then Secured Obligations due to the Note Holders Noteholders and the Indenture Trustee hereunder or under the Lease Participation Agreement or the Refunding Agreement other Operative Agreements or otherwise secured hereby, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, Trustee an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in releasing the Aircraft from the Lien of this Indenture and release of releasing the Indenture Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee Participant to give effect to such discharge, termination and release; provided, however, that this Indenture and the -------- ------- trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee of all property constituting part of the Trust Indenture Estate and the final distribution by the Indenture Trustee of all moneys monies or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon payment in full of the Principal Amount of, Make-Whole Amount, if anyprincipal of and interest on, and all accrued and unpaid interest on and other amounts then due with respect payable to the Equipment Noteholders hereunder, under all Lessor Notes and provided that there shall then be no other amounts then due under the Operative Documents and to the Note Holders issuer of the Debt Service Letter of Credit, the Security Agent shall execute and deliver to the Owner Lessor an appropriate instrument releasing the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured hereby, Estate from the Lien of this Lease Indenture shall be deemed discharged and the security interests in favor of releasing the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft and release of the Indenture Estate Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee Security Agent shall execute and deliver such instrument as aforesaid and, at the Owner TrusteeLessor's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee Lessor to give effect to such discharge, termination and release; providedPROVIDED, howeverHOWEVER, that this Lease Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee Security Agent of all property constituting part of the Trust Indenture Estate and the final distribution by the Indenture Trustee Security Agent of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Further, upon the purchase or redemption of the Lessor Notes pursuant to Section 4.7 or 4.8 hereof, and receipt by the Lease Indenture Trustee and then the Security Agent of a certificate from each Noteholder to the effect that all sums payable to the Noteholders hereunder and under the Operative Documents, the Security Agent shall execute and deliver to the Owner Lessor an appropriate instrument releasing the Indenture Estate from the Lien of this Lease Indenture and releasing the Indenture Estate Documents from the assignment and pledge hereunder, and the Security Agent shall execute and deliver such instruments as aforesaid. Except as aforesaid otherwise providedprovided in this Section 12.1, this Lease Indenture and the trusts Lien created hereby by this Lease Indenture shall continue in full force and effect in accordance with the terms hereof. Promptly upon receipt by a Noteholder of payment in full of the principal of and interest on the Lessor Notes held by it, and all other amounts payable to it hereunder, under the Lessor Notes and under the Operative Documents and under the Debt Service Reserve Letter of Credit such Noteholder shall deliver the appropriate certificate contemplated by the foregoing sentences of this Section 12.1 to be delivered by it.

Termination of Indenture. Upon payment in full of the Principal Amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and other amounts then due with respect to the Equipment Notes and provided that there shall then be no other amounts then due to the Note Holders and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured hereby, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft and release of the Indenture Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and release; provided, however, that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee of all property part of the Trust Indenture Estate and the final distribution by the Indenture Trustee of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.,

Termination of Indenture. Upon payment in full of the Principal Amount of, Make-Whole Amount, if anyprincipal of and interest on, and all accrued and unpaid interest on and other amounts then due with respect payable to the Equipment Noteholders hereunder, under all Lessor Notes and provided that there shall then be no other amounts then due to the Note Holders and the Indenture Trustee hereunder or under the Lease or Operative Documents and to each of the Refunding Agreement or otherwise secured herebyDebt Service Letter of Credit Secured Parties, the Lien of this Indenture Security Agent shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, Lessor an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft and release of releasing the Indenture Estate from the lien of this Lease Indenture and releasing the Indenture Estate Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee Security Agent shall execute and deliver such instrument as aforesaid and, at the Owner TrusteeLessor's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee Lessor to give effect to such discharge, termination and release; provided, however, that this Lease Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee Security Agent of all property constituting part of the Trust Indenture Estate and the final distribution by the Indenture Trustee Security Agent of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Further, upon the purchase or redemption of the Lessor Notes pursuant to Section 4.7 or 4.8 hereof, and receipt by the Lease Indenture Trustee and then the Security Agent of a certificate from each Noteholder to the effect that all sums payable to the Noteholders hereunder and under the Operative Documents, the Security Agent shall execute and deliver to the Owner Lessor an appropriate instrument releasing the Indenture Estate from the lien of this Lease Indenture and releasing the Indenture Estate Documents from the assignment and pledge hereunder, and the Security Agent shall execute and deliver such instruments as aforesaid. Except as aforesaid otherwise providedprovided in this Section 12.1, this Lease Indenture and the trusts lien created hereby by this Lease Indenture shall continue in full force and effect in accordance with the terms hereof. Promptly upon receipt by a Noteholder of payment in full of the principal of and interest on the Lessor Notes held by it, and all other amounts payable to it hereunder, under the Lessor Notes and under the Operative Documents and under the Debt Service Reserve Letter of Credit such 49 Noteholder shall deliver the appropriate certificate contemplated by the foregoing sentences of this Section 12.1 to be delivered by it.

Termination of Indenture. Upon payment in full of the Principal Amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and other amounts then due with respect to the Equipment Notes and provided that there shall then be no other amounts then due to the Note Holders and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured hereby, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft Engine and release of the Indenture Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and release; provided, however, that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee of all property part of the Trust Indenture Estate and the final distribution by the Indenture Trustee of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon payment in full of the Principal Amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and other amounts then due with respect to the Equipment Notes and provided that there shall then be no other amounts then due to the Note Holders and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured hereby, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft Engine and release of the Indenture Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and release; provided, however, that this Indenture Trust Indenture 90 - 85 - and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee of all property part of the Trust Indenture Estate and the final distribution by the Indenture Trustee of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. If at any time after (a) the Owner Trustee shall have paid or caused to be paid the principal of and interest on all the Equipment Notes outstanding hereunder, as and when the same shall have become due and payable and provided that there shall be no Secured Obligations due to the Indenture Indemnitees, or (b) the Owner Trustee shall have delivered to the Indenture Trustee for cancellation all Equipment Notes theretofore authenticated (other than any Equipment Notes which shall have been destroyed, lost or stolen and which shall have been replaced or paid as provided in Section 2.07 hereof), then this Indenture shall cease to be of further effect, and the Indenture Trustee, on demand of the Owner Trustee and at the cost and expense of the Owner Trustee, shall execute proper instruments acknowledging such satisfaction of and discharging this Indenture. The Owner Trustee agrees to reimburse and indemnify the Indenture Trustee for any costs or expenses thereafter reasonably and properly incurred and to compensate the Indenture Trustee for any services thereafter reasonably and properly rendered by the Indenture Trustee in connection with this Indenture or the Equipment Notes. Upon (or at any time after) payment in full to the Indenture Trustee, as trust funds, of the Principal Amount of, principal of and interest on and Make-Whole AmountPremium, if any, and all accrued and unpaid interest on and other amounts then due with respect hereunder and under all Equipment Notes and of any Secured Obligations owed to the Equipment Notes Indenture Indemnitees, and provided that there shall then be no other amounts then due to the Note Holders and the Indenture Trustee hereunder or under the Lease or the Refunding Participation Agreement or otherwise secured hereby, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, Trustee an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in releasing the Aircraft from the Lien of this Indenture and release of releasing the Indenture Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and release; provided, however, that this Indenture and the trusts created hereby shall terminate earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee of all property forming a part of the Trust Indenture Estate and the final distribution by the Indenture Trustee of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.

Termination of Indenture. Upon payment in full of the Principal Amount of, Make-Whole Amount, if any, and all accrued and unpaid interest on and other amounts then due with respect to the Equipment Notes and provided that there shall then be no other amounts then due to the Note Holders and the Indenture Trustee hereunder or under the Lease or the Refunding Agreement or otherwise secured hereby, the Lien of this Indenture shall be deemed discharged and the security interests in favor of the Indenture Trustee and the Note Holders hereunder shall terminate, and the Owner Trustee shall direct the Indenture Trustee to execute and deliver to or as directed in writing by the Owner Trustee, an appropriate instrument evidencing the discharge of such Lien and the termination of such security interest in the Aircraft and release of the Indenture Documents from the assignment and pledge thereof hereunder, and the Indenture Trustee shall execute and deliver such instrument as aforesaid and, at the Owner Trustee's expense, will execute and deliver such other instruments or documents as may be reasonably requested by the Owner Trustee to give effect to such discharge, termination and release; provided, however, that this Indenture and the trusts created hereby shall earlier terminate and this Indenture shall be of no further force or effect as expressly provided pursuant to Article X hereof or upon any sale or other final disposition by the Indenture Trustee of all property part of the Trust Indenture Estate and the final distribution by the Trust Indenture Indenture Trustee of all moneys or other property or proceeds constituting part of the Trust Indenture Estate in accordance with the terms hereof. Except as aforesaid otherwise provided, this Indenture and the trusts created hereby shall continue in full force and effect in accordance with the terms hereof.