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EXHIBIT 10.25
AIRCRAFT SECURITY AGREEMENT
THIS AIRCRAFT SECURITY AGREEMENT ("AGREEMENT") is made and entered into as of
11-25-96, by and between GENERAL ELECTRIC CAPITAL CORPORATION, a New York
corporation having an office at 0000 XXXX 00XX XXXXXX XXXXX 000, XXXXXXXX, XX
("SECURED PARTY") and FALCONITE AVIATION, INC, a corporation organized and
existing under the laws of the State of DELAWARE and having its chief executive
offices located at FALCONITE AVIATION, INC. 0000 XXXXX XXXXXXXX XX., XXXXXXX,
XX 42002("DEBTOR").
1. GRANT OF SECURITY INTEREST. To secure Debtor's payment and performance
of any and all debts, obligations and liabilities of any kind, nature or
description whatsoever (whether due or to become due) of Debtor to Secured
Party, including but not limited to those arising under the promissory note of
even date herewith (the "Note"), this Agreement, and/or any related documents
(the Note, this Agreement and all such related documents being hereinafter
collectively referred to as the "DEBT DOCUMENTS"), and any renewals,
extensions, replacements and modifications of such debts, obligations and
liabilities (all of the foregoing being hereinafter referred to as the
"OBLIGATIONS"), Debtor grants to Secured Party a security interest in the
aircraft and other property described below and in all additions and
accessions thereto and substitutions therefor, now or hereafter owned, all
unearned insurance premiums and insurance proceeds relating to such property,
and the proceeds of all the foregoing (all of such property and proceeds are
collectively referred to as the "AIRCRAFT"):
AIRCRAFT MAKE: Citation; Model No.: 501; Serial No.: 501-0174; Registration
No.: N454DQ; Engine make: Xxxxx & Xxxxxxx; Model No.: J2T-15D-1A; Serial
Numbers: PCE-77248 & PCE-77249; Propeller make: NA; Model No.: NA; Serial
Numbers; NA; together with all other property essential and appropriate to the
operation of the Aircraft, including but not limited to all instruments,
avionics, equipment and accessories attached to and connected with the
Aircraft, and all logs, manuals and other documents issued for, or reflecting
use or maintenance of, the Aircraft.
2. HOME AIRPORT. The home airport of the Aircraft will be:
Xxxxxxx Xxxxxxx, Xxxx Xxxxxxx, Xx Xxxxxxx Xxxxxx, XX
(Name of Airport, Township, County, State)
and will not be changed without the prior written consent of Secured Party.
3. REPRESENTATIONS, WARRANTIES AND COVENANTS OF DEBTOR. Debtor
represents, warrants and covenants that:
(a) Debtor (i) is, and will remain, duly organized, existing and in good
standing under the laws of the State set forth in the preamble of this
Agreement, (ii) has its chief executive offices at the location set forth in
such paragraph, (iii) is, and will remain, duly qualified and licensed in every
jurisdiction wherever necessary to carry on its business and operations, and
(iv) is and will continue to be a "citizen of the United States", within the
meaning of the Federal Aviation Act of 1958, as amended, and the regulations
thereunder so long as any Obligations are due to Secured Party under the Debt
Documents or otherwise;
(b) Debtor has adequate power and capacity to enter into, and to perform its
obligations under, each of the Debt Documents and has full right and lawful
authority to grant the security interest described in this Agreement;
(c) The Debt Documents have been duly authorized, executed and delivered by
Debtor and constitute legal, valid and binding agreements enforceable under all
applicable laws in accordance with their terms, except to the extent that the
enforcement of remedies may be limited under applicable bankruptcy and
insolvency laws;
(d) No approval, consent or withholding of objections required from any
governmental authority or instrumentality or any other entity with respect to
the entry into, or performance by, Debtor of any of the Debt Documents, except
such as have already been obtained;
(e) The entry into, and performance by, Debtor of the Debt Documents will not
(i) violate any of Debtor's organizational documents or any judgment, order,
law or regulation applicable to Debtor, or (ii) result in any breach of,
constitute a default under, or result in the creation of, any lien, claim or
encumbrance on any of Debtor's property (except for liens in favor of Secured
Party) pursuant to, any indenture mortgage, deed of trust, bank loan, credit
agreement, or other agreement or instrument to which Debtor is a party;
(f) There are no suits or proceedings pending or threatened in court or before
any commission, board or other administrative agency against or affecting Debtor
which could, in the aggregate, have a material adverse effect on Debtor, its
business or operations, or its ability to perform its obligations under the
Debt Documents;
(g) All financial statements delivered to Secured Party in connection with the
Obligations have been prepared in accordance with generally accepted accounting
principles, and since the date of the most recent financial statement there has
been no material adverse change in Debtor's financial condition or business
prospects;
(h) Debtor is (or, to the extent that the Aircraft is to be acquired
hereafter, will be) and will remain the sole lawful owner, in sole, open and
notorious possession of the Aircraft, free from any security interest, lien or
encumbrance whatsoever other than those in favor of Secured Party and Debtor
shall defend the Aircraft against all claims and demands of all other persons
claiming any interest therein;
(i) Debtor shall promptly pay or cause to be paid all taxes, license fees,
assessments and public and private charges, that are or may be levied or
assessed on or against the Aircraft or the ownership or use thereof, or on this
Agreement;
(j) if at the time of Debtor's execution of this Agreement, Debtor is not the
registered owner of the Aircraft, as shown in the records of the United States
Federal Aviation Administration ("FAA"), Debtor at its own expense shall
immediately register the Aircraft in its name with the FAA and, so long as any
Obligation is due to Secured Party, Debtor shall not impair such registration
or cause it to be impaired, suspended or cancelled, nor register the Aircraft
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under the laws of any country except the United States of America.
(k) Debtor shall promptly notify Secured Party of any facts or occurrences
which do or, by passage of time or otherwise will, constitute a breach of any
of the above warranties and covenants;
4. DEBTOR SHALL EXECUTE AND DELIVER DOCUMENTS. Debtor shall, at Secured
Party's request, furnish Secured Party such information and execute and deliver
to Secured Party such documents and do all such acts and things as Secured
Party may reasonably request as necessary or appropriate to establish and
maintain a valid first priority security interest in the Aircraft and to assure
that the Aircraft is titled, registered and the security interest perfected to
Secured Party's satisfaction. Debtor shall pay the cost of filing all
appropriate documents in all public offices where Secured Party deems such
filings necessary or desirable.
5. USE, OPERATION, MAINTENANCE AND REPAIR. Debtor shall use, operate,
maintain and repair the Aircraft and retain actual and operational control and
possession thereof in compliance with the following provisions:
(a) Debtor shall use, operate, maintain and store the Aircraft, and every
part thereof, properly, carefully and in compliance with all applicable
statutes, ordinances and regulations of all jurisdictions in which the
Aircraft is operated or used, as well as all applicable insurance policies,
manufacturer's recommendations and operating and maintenance manuals. Debtor
shall use the Aircraft predominately for business purposes and only for the
purposes and in the manner set forth in the application for insurance executed
at the time of negotiating the purchase of the Aircraft. At all times during
the term of this Agreement, Debtor shall not operate or locate the aircraft, or
suffer or permit the aircraft to be operated, located, or otherwise permitted
to go into or over (i) any country or jurisdiction that does not maintain full
diplomatic relations with the United States, (ii) any area of hostilities,
(iii) any geographic area which is not covered by the insurance policies
required by this Agreement, or (iv) any country or jurisdiction for which
exports or transactions are subject to specific restrictions under any United
States export or other law or United Nations Security Council directive,
including, without limitation: The Trading With the Enemy Act, 50 U.S.C. App.
Section 1 et seq., the International Emergency Economic Powers Act, 50 U.S.C.
App. Section 1701 et seq. and The United States Export Administration Act, 50
U.S.C. App. Section 2401 et seq. or to otherwise violate, or suffer or permit
the violation of, such laws. Debtor also agrees to prohibit any national of
such restricted nations from operating the Aircraft. The engines identified in
Section 1 of this Agreement shall be used only on the airframe described in
that Section and shall only be removed for maintenance in accordance with the
provisions of this Agreement. Debtor shall not use, attempt to use, or suffer
the Aircraft to be used in any manner which may or does contravene any
applicable law, rule or regulation governing the Aircraft, including without
limitation those relating to intoxicating liquors, narcotics, firearms or
similar products, and shall not attempt to sell, lease, rent, assign or dispose
of the Aircraft, or any interest herein or therein, or any part thereof,
without Secured Party's prior written consent.
(b) The Aircraft will be operated at all times by a currently certificated
pilot having the minimum total pilot hours and minimum pilot-in-command hours
required by FAA rules or regulations or as required by applicable insurance
policies, whichever requirements are stricter. Debtor shall be responsible for
and pay for all expenses of owning and operating the Aircraft, including but
not limited to storage, fuel, lubricants, service, inspections, overhauls,
replacements, maintenance and repairs, all in compliance with the
manufacturer's operating and maintenance manuals and with FAA rules and
regulations. Debtor shall properly maintain all records and other materials
pertaining to the maintenance and operation of the Aircraft, including but not
limited to those required by applicable law, rule or regulation and by the
manufacturer for the enforcement of any warranty.
(c) The Aircraft is and shall at all times be maintained by Debtor at its
expense in good repair in the configuration and condition existing on the date
hereof and in airworthy condition necessary for all aircraft licenses under the
laws, ordinances, rules and regulations of all jurisdictions in which the
Aircraft will at any time be operated. Debtor shall ensure timely compliance
with all applicable mandatory Service Bulletins, Service Letters,
Manufacturer's Directives and Airworthiness Directives. Debtor shall submit
written evidence of such maintenance and condition to Secured Party upon its
written request from time to time. Debtor shall use reasonable care to prevent
the Aircraft from being damaged or injured, and shall promptly replace any part
or component of the Aircraft which may be damaged, worn out, lost, destroyed,
confiscated or otherwise rendered unsatisfactory or unavailable for use in or
upon the Aircraft.
(d) The Aircraft shall at all times have the same utility and quality as
that which it originally had. Debtor shall at its expense timely make any
alterations or modifications to the Aircraft that may at any time during the
term of this Agreement be required to maintain the Aircraft in the condition
required by this Agreement. Debtor shall in no way alter, attempt to alter or
otherwise change the identity or appearance of the Aircraft, including but not
limited to the "N" number, exterior paint and symbols, without the express
prior written consent of Secured Party.
6. INDEMNIFICATION AND INSURANCE.
(a) Debtor shall indemnify and save Secured Party harmless from and against
all claims, expenses, damages and liabilities whatsoever, including without
limitation personal injury, death and property damage claims arising in tort or
otherwise, under any legal theory including but not limited to strict
liability, in any manner occasioned by or related to the Aircraft, its
operation, use, ownership, possession, manufacture or otherwise.
(b) Debtor shall at all times bear all risk of loss, damage, destruction
or confiscation of or to the Aircraft. Debtor shall, at its own expense, keep
the Aircraft insured at all times against all physical damage to the Aircraft
including damage or destruction by fire, theft, crash, vandalism, and all other
causes with standard loss payable clause and breach of warranty endorsement in
favor of Secured Party and shall carry liability insurance, all of which shall
be in such amounts, under such forms of policies, upon such terms, for such
periods and with such companies or underwriters as Secured Party may approve,
losses or refunds in all cases to be first payable to Secured Party or its
assigns, as its interest may appear. Notwithstanding any provision of this
Agreement to the contrary, failure to obtain Secured Party's approval of any
insurer or policy shall not excuse Debtor from its obligation to maintain
insurance coverage. In no event shall the amounts of such insurance be less
than the principal amount of the Obligations evidenced by the Debt Documents.
All insurance policies shall provide for at least 30 days prior written notice
to Secured Party of any cancellation or material modification, shall contain a
severability of interest clause providing that such policy shall operate in the
same manner as if a separate policy covered each insured, shall waive any right
of set-off against Debtor or Secured Party, shall waive any right of
subrogation against Secured Party and shall be primary and not subject to any
offset by any other insurance carried by Debtor or Secured Party. Debtor shall
pay any deductible portion of such insurance and any expense incurred in
collecting insurance proceeds. Debtor shall furnish to Secured Party copies of
all insurance policies required by this paragraph. Debtor hereby assigns to
Secured Party the proceeds of all such insurance (including any refund of
premium) to the extent of the Obligations secured hereby, directs the insurer
to pay any losses or refunds due Debtor directly to Secured Party, and appoints
Secured Party as attorney-in-fact to make proof of loss and claim for all
insurance and refunds thereupon and to endorse all documents, contracts drafts,
checks or forms of payment of insurance or premiums. Secured Party may at its
option apply insurance proceeds, in whole or in part, to (i) repair or replace
the Aircraft or any part thereof or (ii) satisfy any of Debtor's Obligations to
Secured Party. Any surplus proceeds shall be paid to Debtor.
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The cost of this insurance, if obtained from or through the Secured Party is:
$NA (Hull Insurance) and OBTAINED FROM OUTSIDE SOURCE
$NA (Liability).
DEBTOR HAS THE RIGHT TO OBTAIN THE INSURANCE REQUIRED HEREIN THROUGH ANY AGENT
OR OTHER PERSON OF DEBTOR'S CHOICE AS WELL AS THROUGH SECURED PARTY.
7. DEBTOR'S POSSESSION. Until default, Debtor may possess the Aircraft
and use it in any lawful manner not inconsistent with this agreement. Debtor
shall at all times keep the Aircraft and any proceeds therefrom separate and
distinct from other property of the Debtor and shall keep accurate and complete
records of the Aircraft and all such proceeds. Secured Party may examine and
inspect the Aircraft, wherever located, at any reasonable time, on land and in
flight.
8. DEFAULT. Debtor shall be in default under this Agreement and each of
the other Debt Documents upon the occurrence of any of the following Events of
Default:
(a) Debtor fails to pay within 10 days after its due date any installment
or other amount due or coming due under any of the Debt Documents;
(b) Debtor fails to maintain at all times insurance coverage as required by
paragraph 6(b) of this Agreement;
(c) Any attempt by Debtor, without the prior written consent of Secured
Party, to sell, rent, lease, mortgage, grant a security interest in or
otherwise deliver possession of (except for maintenance purposes), transfer or
encumber the Aircraft;
(d) Debtor breaches any of its other Obligations under any Debt Document
and fails to cure the breach within 30 days after Secured Party gives Debtor
written notice thereof;
(e) Any warranty, representation or statement made by Debtor in any of the
Debt Documents or otherwise in connection with any of the Obligations is false
or misleading in any material respect;
(f) Debtor or any guarantor or surety for the Obligations dies, becomes
insolvent or ceases to do business as a going concern;
(g) The Aircraft or any other property of Debtor is confiscated,
sequestered, seized or levied upon;
(h) The Aircraft or any part thereof which would cost more than $10,000 to
repair or replace is lost, stolen, secreted, abused, illegally used, misused,
or destroyed;
(i) Debtor is declared in default under any contract or obligation
requiring the payment of money in an original principal amount greater than
$50,000.00;
(j) Debtor defaults under any other agreement between Debtor and Secured
Party;
(k) Debtor or any guarantor of or surety for the Obligations makes an
assignment for the benefit of creditors, applies to or petitions any tribunal
for the appointment of a custodian, receiver or trustee for itself or for any
substantial part of its property, or commences any proceeding under any
bankruptcy, reorganization, arrangement, readjustment of debt, dissolution or
liquidation law or statute of any jurisdiction, or if any such petition or
application is filed or any such proceeding is commenced against Debtor or any
guarantor or surety, and such petition, application or proceeding is not
dismissed within 30 days, or Debtor or any such guarantor or surety by any act
or omission shall indicate its consent to, approval of or acquiescence in any
such petition, application, proceeding, order for relief or such appointment of
a custodian, receiver or trustee;
(l) Debtor conceals or removes, or permits to be concealed or removed, any
part of its assets, so as to hinder, delay or defraud any of its creditors, or
makes or suffers a transfer of any of its assets which would be fraudulent
under any bankruptcy, insolvency, fraudulent conveyance or similar law or makes
any transfer of its assets to or for the benefit of a creditor at a time when
other creditors similarly situated have not been paid, or suffers or permits,
while insolvent, any creditor to obtain a lien upon any of Debtor's property
through legal proceedings or distraint, or if a tax lien is filed against
Debtor.
9. Remedies of Secured Party:
(a) Upon the occurrence of any Event of Default under this Agreement,
Secured Party, at its option, may declare any or all of the Obligations,
including but not limited to the Note, to be immediately due and payable,
without demand or notice to Debtor or any guarantor. The Obligations and
liabilities accelerated thereby shall bear interest from the Event of Default
(both before and after any judgment) until paid in full at the lesser of
eighteen percent (18%) per annum or the maximum rate not prohibited by
applicable law.
(b) Upon the occurrence of any Event of Default, Secured Party shall
additionally have all of the rights and remedies of a secured party under the
Uniform Commercial Code and under any other applicable law. Without limiting
the foregoing and without notice or demand, Secured Party shall have the right
at its option to immediately exercise one or more of the following remedies:
(i) refuse to extend any further credit to Debtor; (ii) terminate this
Agreement immediately without notice; (iii) take immediate and exclusive
possession of the Aircraft, wherever it may be found; (iv) enter any of
Debtor's premises, with or without process of law, wherever the Aircraft may be
or Secured Party reasonably believes it to be, and search for it, and if the
Aircraft or any part of it is found, to take possession of and remove it; (v)
sell, lease and otherwise dispose of the Aircraft or any part of it, at public
auction or private sale, for cash or on credit, as Secured Party may elect at
its option and Secured Party shall have the right to bid and become the
purchaser at any such sale, or keep the Aircraft idle; (vi) notify, in Secured
Party's own name, or in Debtor's name, all obligors of Debtor and demand,
collect, receive, receipt for, xxx, compromise and give acquittance for, any
and all amounts due on contracts and credits, and endorse Debtor's name on any
commercial paper or instrument given as full or partial payment thereon; (vii)
direct the Debtor to assemble all parts and components of the Aircraft and
deliver it to Secured Party, at Debtor's expense, at a place designated by
Secured Party which is reasonably convenient to Secured Party and Debtor;
and/or (viii) hold, appropriate, apply or set-off any and all moneys, credits
and indebtedness due from Secured Party, its affiliates, parents or
subsidiaries, to Debtor.
(c) Debtor shall pay all reasonable costs incurred by Secured Party in
collecting any of the Obligations owned Secured Party by Debtor and enforcing
any
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Obligations of Debtor to Secured Party, including but not limited to reasonable
attorney's fees and legal expenses.
(d) Notwithstanding the availability of any other remedy and in addition
thereto, if Debtor fails to perform any of its Obligations hereunder or under
any of the Debt Documents, Secured Party may perform the same, but shall not be
obligated to do so, for the account of Debtor, and Debtor shall immediately
repay to Secured Party on demand any amounts paid or incurred by Secured Party
in such performance together with interest thereon accrued from the date paid or
incurred by Secured Party until repaid in full by Debtor at the lesser of one
and one half percent (1 1/2%) per month and the maximum interest rate permitted
by applicable law to be charged Debtor by Secured Party.
(e) Notwithstanding any other provision hereof to the contrary, any notice
required to be given by law or pursuant to this Agreement with respect to
disposition of the Aircraft or any part of it shall be deemed reasonably and
properly given if mailed by first class United States Mail, postage prepaid, by
prepaid express mail service (private or government) or by hand delivery to
Debtor at its last known address, at least ten (10) days before the disposition
of the subject matter of such notification.
(f) Any proceeds realized by Secured Party upon the sale or other
disposition of the Aircraft shall first be applied by the Secured Party to the
payment of the reasonable expenses (including interest) of retaking, holding,
preparing for sale, selling and the like, including reasonable attorneys' fees
and legal expenses and any balance of such proceeds may be applied by the
Secured Party toward the satisfaction of Debtor's Obligations in such order of
application as the Secured Party may in its sole discretion determine. Any
surplus remaining after all of Debtor's Obligations to Secured Party
shall have been paid in full shall be paid to Debtor. Debtor shall be liable
for and shall promptly pay on demand any deficiency resulting from any such
disposition of Aircraft.
(g) The foregoing remedies shall not be exclusive or alternative but shall
be cumulative and in addition to all other remedies in favor of Secured Party
existing at law or in equity.
10. PRINCIPALS AND WAIVERS. All signers and endorsers hereof are to be
regarded as principals, jointly and severally. Every maker, endorser,
guarantor and surety hereof hereby waives presentment, notice, protest and
impairment of collateral, and consents to all extensions, deferrals, partial
payments and refinancings hereof before or after maturity.
11. WAIVER OF DEFAULT. No waiver by Secured Party of any default shall
operate as a waiver of any other default or of the same default on a future
occasion.
12. REPORTS.
(a) Debtor shall promptly notify Secured Party in the event of (i) any
change in Debtor's name, (ii) any relocation of Debtor's chief executive
offices, (iii) any permanent or indefinite relocation of the Aircraft or its
home airport, (iv) the Aircraft being lost, stolen, missing, confiscated,
appropriated, seized, sequestered, destroyed, materially damaged or worn out,
(v) any accident involving the Aircraft or (vi) any lien, claim or encumbrance
attaching or being made against the Aircraft (other than liens in favor of
Secured Party). Such notice shall contain all pertinent details of the event
being reported, and shall be supplemented promptly upon Secured Party's
request.
(b) Debtor agrees to furnish its annual financial statements and such
interim statements as Secured Party may required in form satisfactory to
Secured Party. Any and all financial statements submitted and to be submitted
to Secured Party have and will have been prepared on a basis of generally
accepted accounting principles consistently applied, and are and will be
complete and correct and fairly present Debtor's financial condition as at the
date thereof. Secured Party may at any reasonable time examine Debtor's books
and records and make copies thereof.
13. MISCELLANEOUS:
(a) This Agreement, the Note and/or any of the other Debt Documents may be
assigned, in whole or in part, by Secured Party without notice to Debtor, and
Debtor hereby waives and agrees not to assert against any assignee any defense,
counterclaim, right of set-off or cross-complaint Debtor may have against
Secured Party for any reason whatsoever, agreeing that Secured Party shall be
solely responsible therefor.
(b) All notices to be given in connection with this Agreement and the Debt
Documents shall be in writing, shall be addressed to the parties at their
respective addresses set forth hereinabove (unless and until a different
address may be specified in a written notice to the other party), and shall be
deemed given (i) on the date of receipt if delivered in hand or by facsimile
transmission, (ii) on the next business day after being sent by express mail
(government or private), and (iii) on the fourth business day after being sent
by regular, registered or certified mail. As used herein, "business day" means
any day other than a Saturday, a Sunday, or other day on which commercial banks
in New York, New York are required or authorized to be closed.
(c) Secured Party may correct patent errors herein and fill in all blanks
herein or in the Debt Documents consistent with the agreement of the parties.
(d) Time is of the essence hereof. This Agreement and the Debt Documents
shall be binding, jointly and severally, upon all parties described as the
"Debtor" and their respective heirs, executors, representatives, successors and
assigns, and shall inure to the benefit of Secured Party, its successors and
assigns.
(e) The unenforceability of any provision hereof or of the Debt Documents
shall not affect the validity of any other provision hereof or thereof.
(f) This Agreement and the Debt Documents constitute the entire agreement
between the parties with respect to the subject matter hereof and supersede all
prior understandings (whether written, oral or implied) with respect thereto,
except representations made by Debtor to Secured Party. THIS AGREEMENT AND THE
DEBT DOCUMENTS SHALL NOT BE CHANGED OR TERMINATED, NOR SHALL ANY WAIVER BE
GIVEN, ORALLY OR BY COURSE OF CONDUCT, BUT ONLY BY A WRITING SIGNED BY BOTH
PARTIES HERETO. Section headings in this Agreement are for convenience only,
and shall not affect the construction or interpretation hereof.
(g) DEBTOR HEREBY UNCONDITIONALLY WAIVES ITS RIGHTS TO A JURY TRIAL OF ANY
CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF, DIRECTLY OR INDIRECTLY,
THIS AGREEMENT, ANY OF THE DEBT DOCUMENTS, ANY DEALINGS BETWEEN DEBTOR AND
SECURED PARTY RELATING TO THE SUBJECT MATTER OF THIS TRANSACTION OR ANY RELATED
TRANSACTIONS, AND/OR THE RELATIONSHIP THAT IS BEING ESTABLISHED BETWEEN DEBTOR
AND SECURED PARTY. THE SCOPE OF THIS WAIVER IS INTENDED TO BE ALL ENCOMPASSING
OF ANY AND ALL DISPUTES THAT MAY BE FILED IN ANY COURT (INCLUDING, WITHOUT
LIMITATION, CONTRACT CLAIMS, TORT CLAIMS, BREACH OF DUTY CLAIMS, AND ALL OTHER
COMMON LAW AND STATUTORY CLAIMS). THIS WAIVER IS IRREVOCABLE MEANING THAT IT
MAY NOT BE MODIFIED EITHER ORALLY OR IN
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WRITINGS AND THE WAIVER SHALL APPLY TO ANY SUBSEQUENT AMENDMENTS, RENEWALS,
SUPPLEMENTS OR MODIFICATIONS TO THIS AGREEMENT, ANY RELATED DOCUMENTS, OR TO
ANY OTHER DOCUMENTS OR AGREEMENTS RELATING TO THIS TRANSACTION OR ANY RELATED
TRANSACTION. IN THE EVENT OF LITIGATION, THIS AGREEMENT MAY BE FILED AS A
WRITTEN CONSENT TO A TRIAL BY THE COURT.
(h) This Agreement shall continue in full force and effect until all of the
Obligations have been indefeasibly paid in full to Secured Party. This
Agreement shall automatically be reinstated in the event that Secured Party is
ever required to return or restore the payment of all or any portion of the
Obligations (all as though such payment had never been made).
SECURED PARTY: DEBTOR:
GENERAL ELECTRIC CAPITAL CORPORATION FALCONITE AVIATION, INC.
By: /s/ XX XXXXXX By: /s/ Xxxx Xxxxxxxxx
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Name: XX XXXXXX Name: Xxxx Xxxxxxxxx
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Title: Credit Analyst Title: President
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