UniCapital Aircraft. 69 iii 5 Schedule 2.02(a) Aircraft Assets Services Schedule 2.02(a)(i) Applicable Indenture Covenants Schedule 2.02(a)(ii) Form of Officer's Certificate Schedule 4.01 Aircraft Assets Schedule 4.02 Aircraft Assets Related Documents Schedule 4.03 Bank Accounts Schedule 4.04(a) List of Persons within the AFT Group and Jurisdictions Schedule 7.01 Responsibilities of AFT Group Schedule 7.04 Liabilities Incurred in Ordinary Course of Business Schedule 8.01 Conditions to Execution Schedule 9.06(a) Overhead Expenses Schedule 9.06(b) Aircraft Asset Expenses Schedule 13.02 Power of Attorney Annexes Annex 1 Insurance Guidelines Annex 2 Concentration Limits Appendices Appendix A Construction and Usage; Definitions Appendix B Form of Guarantee Appendix C Notices SERVICING AGREEMENT dated as of May 5, 1999, between GE CAPITAL AVIATION SERVICES, LIMITED, a company incorporated under the laws of Ireland (the "Servicer") and AIRCRAFT FINANCE TRUST, a Delaware business trust ("AFT"). For the consideration set forth herein and other good and valuable consideration, the receipt of which is hereby acknowledged, the Servicer and AFT agree as follows:
UniCapital Aircraft. It is understood that the Aircraft Assets may include from time to time UniCapital Aircraft. In the event that AFT has received written confirmation from each of the Rating Agencies that no lowering or withdrawal of the then current Ratings of any class or subclass of Notes will result from UniCapital or one of its Affiliates acting as primary Servicer with respect to any UniCapital Aircraft pursuant to a servicing agreement between UniCapital or one of its Affiliates and AFT (the "UniCapital Servicing Agreement") and subject to compliance with the terms of the Indenture, AFT may enter into the UniCapital Servicing Agreement pursuant to which UniCapital or one of its Affiliates will perform services with respect to such UniCapital Aircraft which are substantially similar to the Services provided by the Servicer under this Agreement. It is understood that the UniCapital Servicing Agreement shall cover, at AFT's and UniCapital's option, either (A) all UniCapital Aircraft or (B) all Additional UniCapital Aircraft that, in the case of clause (B), were both (1) acquired by any Person within the AFT Group from UniCapital or any of its Affiliates following the effectiveness of the UniCapital Servicing Agreement and (2) not previously Aircraft Assets under this Agreement. In the event that AFT proposes to enter into the UniCapital Servicing Agreement, then, as far in advance as is reasonably necessary to allow for a smooth transition but in no event later than 30 Business Days prior to the effective date of the UniCapital Servicing Agreement, it will deliver to the Servicer a written notice setting forth (i) the date on which the UniCapital Servicing Agreement will become effective and (ii) whether all UniCapital Aircraft or only those Additional UniCapital Aircraft described in clause (B) of the preceding sentence will become subject to the UniCapital Servicing Agreement. Upon the effectiveness of the UniCapital Servicing Agreement and subject to compliance with any relevant provisions of the Indenture, those UniCapital Aircraft which become subject to such UniCapital Servicing Agreement shall cease to be Aircraft Assets under this Agreement, except (as provided for in Section 9.01(b)) for purposes of Sections 9.03, 9.04 and 9.05. AFT shall not, and shall not permit any other Person within the AFT Group to, (x) permit any Person (other than the Servicer, UniCapital and their respective Affiliates) to act as servicer (i.e., to perform any services which are substa...
