Common use of Transfer of Engines Within Lessee's Fleet Clause in Contracts

Transfer of Engines Within Lessee's Fleet. So long as no Event or Event of Default shall have occurred and be continuing, Lessee may install an Engine on an airframe owned by Lessee free of Liens or leased to Lessee or owned by Lessee subject to a security agreement or mortgage or purchased by Lessee subject to a conditional sale agreement, provided that (i) such airframe is (and for so long as it continues to be) free and clear of all Liens, except, in the case of a leased aircraft or aircraft subject to a security interest, mortgage or conditional sale, the rights of the parties to the lease, security agreement, mortgage or conditional sale agreement covering such airframe, (ii) prior to such installation on a leased aircraft or aircraft subject to a security interest, mortgage or conditional sale, Lessor shall have received from the lessor, secured party, mortgagee or conditional seller of such airframe a written agreement (which may be the lease, security agreement, mortgage or conditional sale agreement covering such airframe), in form and substance reasonably satisfactory to Lessor, whereby such lessor, secured party, mortgagee or conditional seller expressly agrees that neither it/they nor its/their successors or assigns will acquire or claim any right, title or interest in any Engine by reason of such Engine being installed on such airframe at any time while such Engine is subject to this Lease or is owned by Lessor, (iii) upon request of Lessor, Lessor shall have received from counsel for Lessee reasonably acceptable to Lessor an opinion, in form and substance reasonably satisfactory to Lessor, based on applicable law, to the effect that the lessor, secured party, mortgagee or conditional seller of such airframe will not acquire any right, title or interest in such Engine by reason of such Engine being installed on such airframe at any time while such Engine is subject to this Lease or is owned by Lessor, and (iv) Lessee maintains insurance in respect of the Engine while it is installed on such airframe for the Scheduled Stipulated Loss Value set forth in paragraph 1 of Schedule "1" hereto and otherwise on terms acceptable to Lessor in its reasonable discretion. Lessor hereby agrees for the benefit of any lessor of any engine leased to Lessee or any secured party or mortgagee of an engine owned by Lessee subject to a security interest or mortgage granted by Lessee or any conditional seller of an engine purchased by Lessee subject to a conditional sale agreement that neither Lessor nor its successors or assignees will acquire or claim, as against such lessor, secured party, mortgagee or conditional vendor, or its assignee, any right, title or interest in any engine owned by such lessor under such lease or subject to a security interest, mortgage or conditional sale interest in favor of such secured party, mortgagee or conditional seller under such security agreement, mortgage or conditional sale agreement as the result of such engine being installed on the Airframe at any time while such engine is subject to such lease, security interest, mortgage or conditional sale agreement. Nothing in this Article 6(d) shall diminish or otherwise affect any of Lessee's obligations otherwise required to be performed or observed by it under this Lease.

Transfer of Engines Within Lessee's Fleet. So long as no Event or Event of Default shall have occurred and be continuing, Lessee may install an Engine on an airframe owned by Lessee free of Liens or leased to Lessee or owned by Lessee subject to a security agreement or mortgage or purchased by Lessee subject to a conditional sale agreement, provided that (i) such airframe is (and only for so long as it continues to be) free and clear of all Liens, except, in the case of a leased aircraft or aircraft subject to a security interest, mortgage or conditional sale, except the rights of the parties to the lease, security agreement, mortgage or conditional sale agreement covering such airframe, (ii) prior to such installation on a leased aircraft or aircraft subject to a security interest, mortgage or conditional saleinstallation, Lessor shall have received from the lessor, secured party, mortgagee or conditional seller of such airframe a written agreement (which may be the lease, security agreement, mortgage or conditional sale agreement covering such airframe), in form and substance reasonably satisfactory to Lessor, whereby such lessor, secured party, mortgagee or conditional seller expressly agrees that neither it/they nor its/their successors or assigns will acquire or claim any right, title or interest in any Engine by reason of such Engine being installed on such airframe at any time while such Engine is subject to this Lease or is owned by Lessor, and (iii) upon request of Lessor, Lessor shall have received from counsel for Lessee reasonably acceptable to Lessor an opinion, in form and substance reasonably satisfactory to Lessor, based on applicable law, to the effect that the lessor, secured party, mortgagee or conditional seller of such airframe will not acquire any right, title or interest in such Engine by reason of such Engine being installed on such airframe at any time while such Engine is subject to this Lease or is owned by Lessor, and (iv) Lessee maintains insurance in respect of the Engine while it is installed on such airframe for the Scheduled Stipulated Loss Value set forth agreed value specified in paragraph 1 of Schedule "1" hereto and otherwise on terms acceptable to Lessor in its reasonable discretion. Lessor hereby agrees for the benefit of any lessor of any engine leased to Lessee or any secured party or mortgagee of an engine owned by Lessee subject to a security interest or mortgage granted by Lessee or any conditional seller of an engine purchased by Lessee subject to a conditional sale agreement that neither Lessor nor its successors or assignees will acquire or claim, as against such lessor, secured party, mortgagee or conditional vendor, or its assignee, any right, title or interest in any engine owned by such lessor under such lease or subject to a security interest, mortgage or conditional sale interest in favor of such secured party, mortgagee or conditional seller under such security agreement, mortgage or conditional sale agreement as the result of such engine being installed on the Airframe at any time while such engine is subject to such lease, security interest, mortgage or conditional sale agreement. Nothing in this Article 6(d) shall diminish or otherwise affect any of Lessee's obligations otherwise required to be performed or observed by it under this Lease.

Transfer of Engines Within Lessee's Fleet. So long as no Event or Event of Default shall have occurred and be continuing, Lessee may install an Engine on an airframe owned by Lessee free of Liens or leased to Lessee or owned by Lessee subject to a security agreement or mortgage or purchased by Lessee subject to a conditional sale agreement, provided that (i) such *** Material has been omitted pursuant to a request for confidential treatment and filed separately with the SEC airframe is (and for so long as it continues to be) free and clear of all Liens, except, in the case of a leased aircraft or aircraft subject to a security interest, mortgage or conditional sale, the rights of the parties to the lease, security agreement, mortgage or conditional sale agreement covering such airframe, (ii) prior to such installation on a leased aircraft or aircraft subject to a security interest, mortgage or conditional sale, Lessor shall have received from the lessor, secured party, mortgagee or conditional seller of such airframe a written agreement (which may be the lease, security agreement, mortgage or conditional sale agreement covering such airframe), in form and substance reasonably satisfactory to Lessor, whereby such lessor, secured party, mortgagee or conditional seller expressly agrees that neither it/they nor its/their successors or assigns will acquire or claim any right, title or interest in any Engine by reason of such Engine being installed on such airframe at any time while such Engine is subject to this Lease or is owned by Lessor, (iii) upon request of Lessor, Lessor shall have received from counsel for Lessee reasonably acceptable to Lessor an opinion, in form and substance reasonably satisfactory to Lessor, based on applicable law, to the effect that the lessor, secured party, mortgagee or conditional seller of such airframe will not acquire any right, title or interest in such Engine by reason of such Engine being installed on such airframe at any time while such Engine is subject to this Lease or is owned by Lessor, and (iv) Lessee maintains insurance in respect of the Engine while it is installed on such airframe for the Scheduled Stipulated Loss Value set forth in paragraph 1 2 of Schedule "“1" ” hereto and otherwise on terms acceptable to Lessor in its reasonable discretion. Lessor hereby agrees for the benefit of any lessor of any engine leased to Lessee or any secured party or mortgagee of an engine owned by Lessee subject to a security interest or mortgage granted by Lessee or any conditional seller of an engine purchased by Lessee subject to a conditional sale agreement that neither Lessor nor its successors or assignees will acquire or claim, as against such lessor, secured party, mortgagee or conditional vendor, or its assignee, any right, title or interest in any engine owned by such lessor under such lease or subject to a security interest, mortgage or conditional sale interest in favor of such secured party, mortgagee or conditional seller under such security agreement, mortgage or conditional sale agreement as the result of such engine being installed on the Airframe at any time while such engine is subject to such lease, security interest, mortgage or conditional sale agreement. Nothing in this Article 6(d) 5.6 shall diminish or otherwise affect any of Lessee's ’s obligations otherwise required to be performed or observed by it under this Lease.. *** Material has been omitted pursuant to a request for confidential treatment and filed separately with the SEC