Alterations, Modifications and Additions. Sublessee shall make (or cause to be made under the MSA or otherwise) such alterations and modifications in and additions to the Equipment at its expense as may be required from time to time to meet all applicable standards of the FAA or other governmental authority having jurisdiction, unless the validity or application thereof is being contested in good faith by appropriate proceedings (but only so long as such proceedings do not involve any material risk of sale, forfeiture or loss of any of the Equipment or any interest therein). If any mandatory modification work is required, Sublessee shall pay for the first $__________ of the actual cost for any one such mandatory modification and the first $__________ of the actual cost for multiple such mandatory modifications. If the actual cost of such mandatory modification (that is, without markup) exceeds $__________ for any one such mandatory modification and $__________ for multiple such mandatory modifications, then Sublessor shall reimburse Sublessee for a portion of such excess cost in an amount equal to the excess of such cost over $__________ (in the case of a single mandatory modification) or $__________ (in the case of multiple such mandatory modifications) multiplied by a fraction, the numerator of which is the number of months then remaining in the Term of this Sublease and the denominator of which is 84. The Sublessor shall reimburse Sublessee for the balance of such excess cost to Sublessee promptly following completion of such mandatory modification, provided that no Event of Default has occurred and is continuing. In addition, Sublessee, at its own cost and expense, may from time to time request that Continental make under the MSA such alterations and modifications in and additions to any item of Equipment as Sublessee may deem desirable in the proper conduct of its business; provided, however, that no such alteration, modification or addition shall diminish, in Sublessor's reasonable determination, the value or utility of such item of Equipment below the value, utility and airworthiness thereof immediately prior to such alteration, modification or addition, assuming such item of Equipment was then in the condition and airworthiness required to be maintained by the terms of this Sublease. Except as otherwise provided herein, title to all Parts (other than Removable Parts (as defined below)) incorporated in an item of Equipment as the result of such alteration, modification or addition shall, without further act, vest in the Head Lessor and become subject to this Sublease. Notwithstanding the foregoing sentence of this Section 6.3, so long as no Event of Default shall have occurred and be continuing, Sublessee may request that Continental under the MSA remove any Part (such Part being referred to herein as a "Removable Part") at any time during the Term if (i) such Part is in addition to, and not in replacement of or substitution for, any Part originally incorporated in the Aircraft, Airframe or such Engine at the time of delivery thereof hereunder, (ii) such Part is not required, in Sublessor's determination, to be incorporated or installed in or attached or added to such item of Equipment pursuant to the terms of Section 5.3 or 5.4 hereof or the first sentence of this Section 6.3 and (iii) such Part can be removed from such item of Equipment without diminishing or impairing, in Sublessor's determination, the value, utility or airworthiness which such item of Equipment would have had at such time had such alteration, modification or addition not occurred. Removable Parts may be subleased from third parties other than Sublessor. Upon the removal by Sublessee (or by Continental under the MSA) of any Part as above provided, title thereto shall, without further act, vest in Sublessee and such Part shall no longer be deemed part of the Aircraft, Airframe or such Engine from which it was removed. Any Part not removed as above provided prior to the return of such item of Equipment to Sublessor hereunder shall remain the property of Head Lessor provided that Sublessor may require Sublessee, in connection with the return of the Aircraft pursuant to Section 12 hereof, to remove any Removable Part from the Aircraft and to restore the Aircraft to its condition prior to the addition of such Removable Part. Sublessor shall not bear any liability for any alteration, modification or addition or for any grounding or suspension of certification of any item of Equipment or for loss of revenue.
Appears in 1 contract
Alterations, Modifications and Additions. Sublessee The Grantor, at its own cost and expense, shall make (or cause to be made under the MSA or otherwise) such alterations and modifications in and additions to the Equipment at its expense included by Grantor in the calculation of the Borrowing Base to be made as may be required from time to time to meet all applicable the standards of the FAA or and of any other governmental authority Governmental Authority having jurisdictionjurisdiction and to maintain the certificate of airworthiness for the Aircraft; provided, unless however, that the validity or application thereof is being of any such law, rule, regulation or order may be contested in good faith by appropriate proceedings (but only so long as provided that, if any such proceedings do not proceeding might reasonably be expected to result in or involve any material risk danger of the attachment, sale, forfeiture or loss of any item of the Equipment Equipment, or any interest therein). If any mandatory modification work is required, Sublessee shall pay for therein (including the first $__________ Lien of the actual cost for any one such mandatory modification and the first $__________ of the actual cost for multiple such mandatory modifications. If the actual cost of such mandatory modification (that is, without markup) exceeds $__________ for any one such mandatory modification and $__________ for multiple such mandatory modificationsAgent), then Sublessor the Grantor shall reimburse Sublessee for a portion of exclude such excess cost in an amount equal to Equipment from the excess of such cost over $__________ (in the case of a single mandatory modification) or $__________ (in the case of multiple such mandatory modifications) multiplied by a fraction, the numerator of which is the number of months then remaining in the Term of this Sublease and the denominator of which is 84. The Sublessor shall reimburse Sublessee for the balance of such excess cost to Sublessee promptly following completion of such mandatory modification, provided that no Event of Default has occurred and is continuingBorrowing Base). In addition, Sublesseethe Grantor, at its own no cost and expenseor expense to the Agent or the Lenders, may may, from time to time request that Continental make under the MSA time, cause such alterations and modifications in and additions to any item of Equipment to be made as Sublessee the Grantor may deem desirable in the proper conduct of its businessdesirable; provided, howeverthat each such alteration, modification and addition is readily removable from such item of Equipment which is included by Grantor in the calculation of the Borrowing Base; and provided, further that no such alteration, modification or addition shall diminish(i) materially diminish the value, in Sublessor's reasonable determination, the value utility or utility condition of such item of Equipment included by Grantor in the calculation of the Borrowing Base below the value, utility and airworthiness or condition thereof immediately prior to such alteration, modification or addition, assuming such item of Equipment was then of the value and utility and in the condition and airworthiness required to be maintained by the terms of this SubleaseAgreement, or (ii) cause the airworthiness certification of the related Aircraft to cease to be in good standing under the Act. Except as otherwise provided hereinThe Grantor’s right, title to and interest in all Parts (other than Removable Parts (as defined below)) incorporated added to any Airframe or Engine included by Grantor in an item the calculation of Equipment the Borrowing Base as the result of such alteration, modification or addition shall, without further act, vest in the Head Lessor and become be subject to the Lien of this SubleaseAgreement. Notwithstanding the foregoing sentence of this Section 6.33.6, so long as no Event of Unmatured Default or Default shall have occurred and be continuing, Sublessee the Grantor may request that Continental under the MSA remove any Part (such Part being referred to herein as a "Removable Part") at any time during the Term if (i) such Part is in addition to, and not in replacement of or substitution for, for any Part originally incorporated in the Aircraft, Airframe or such Engine at the time of delivery thereof hereunder, Part; (ii) such Part is not required, in Sublessor's determination, required to be incorporated or installed in or attached or added to such item of Equipment pursuant to the terms of Section 5.3 or 5.4 hereof or the first sentence of this Section 6.3 Article 3, and (iii) such Part can be removed from such item of Equipment without diminishing or impairing, in Sublessor's determination, the value, utility or airworthiness which such item of Equipment would have had at such time had such alteration, modification or addition not occurred. Removable Parts may be subleased from third parties other than Sublessorcausing any material damage thereto. Upon the removal by Sublessee (or by Continental under the MSA) of any Part as above provided, the Grantor’s right, title thereto shall, without further act, vest and interest in Sublessee and such Part shall no longer be deemed part of the Aircraft, Airframe or such Engine from which it was removed. Any Part not removed as above provided prior to the return of such item of Equipment to Sublessor hereunder shall remain the property of Head Lessor provided that Sublessor may require Sublessee, in connection with the return of the Aircraft pursuant to Section 12 hereof, to remove any Removable Part released from the Aircraft and to restore the Aircraft to its condition prior to the addition Lien of such Removable Part. Sublessor shall not bear any liability for any alteration, modification or addition or for any grounding or suspension of certification of any item of Equipment or for loss of revenuethis Agreement.
Appears in 1 contract
Sources: Mortgage, Security Agreement and Assignment (Airnet Systems Inc)
Alterations, Modifications and Additions. Sublessee shall The Grantor, at its own expense, will make (or cause to be made under the MSA or otherwisemade) such alterations and modifications in and additions to the Equipment at its expense each Engine as may be required to be made from time to time so as to meet all applicable standards comply with any law, rule, regulation or order of any Governmental Authority of any jurisdiction in which any Engine may be located; provided, however, that the FAA or other governmental authority having jurisdictionGrantor may, unless in good faith, and by appropriate proceedings contest the validity or application thereof of any such law, rule, regulation or order (commencement of such contest to occur within 45 days of the date on which the Grantor is being contested required to make such alterations or modifications) in good faith by appropriate proceedings (but only so long as any reasonable manner which does not materially adversely affect the Collateral Agent or any Secured Party or any of their respective legal and economic interests in or to such proceedings do not Engine, subject any such Person to material risk of any civil or any criminal penalties, or involve any material risk of sale, loss or forfeiture or loss of title to any of the Equipment or any interest therein). If any mandatory modification work is required, Sublessee shall pay for the first $__________ of the actual cost for any one such mandatory modification and the first $__________ of the actual cost for multiple such mandatory modifications. If the actual cost of such mandatory modification (that is, without markup) exceeds $__________ for any one such mandatory modification and $__________ for multiple such mandatory modifications, then Sublessor shall reimburse Sublessee for a portion of such excess cost in an amount equal to the excess of such cost over $__________ (in the case of a single mandatory modification) or $__________ (in the case of multiple such mandatory modifications) multiplied by a fraction, the numerator of which is the number of months then remaining in the Term of this Sublease and the denominator of which is 84. The Sublessor shall reimburse Sublessee for the balance of such excess cost to Sublessee promptly following completion of such mandatory modification, provided that no Event of Default has occurred and is continuingEngine. In addition, Sublesseesubject to the last sentence of this Section 2.02(c), the Grantor, at its own cost and expense, may from time to time request that Continental make under the MSA such alterations and modifications in and additions to any item of Equipment Engine as Sublessee the Grantor may deem desirable in the proper conduct of its business, including removal of Parts which the Grantor deems to be obsolete or no longer suitable or appropriate for use on such Engine; provided, however, provided that no such alteration, modification modification, removal or addition shall diminishimpairs the condition or airworthiness of such Engine, in Sublessor's reasonable determination, or materially diminishes the value or utility of such item of Equipment Engine below the valuecondition, airworthiness, or utility and airworthiness thereof immediately prior to such alteration, modification modification, removal or addition, addition assuming such item of Equipment Engine was then in the condition and airworthiness required to be maintained by the terms of this SubleaseMortgage; provided further that if any such alteration, modification, removal or addition materially diminishes the current market value of such Engine below the current market value thereof immediately prior to such alteration, modification, removal or addition, then the Grantor shall promptly notify the Collateral Agent thereof. Except as otherwise provided herein, title All Parts incorporated or installed in or attached or added to all Parts (other than Removable Parts (as defined below)) incorporated in an item of Equipment Engine as the result of such alteration, modification or addition (except those parts which are excluded from the definition of Parts or which may be removed by the Grantor pursuant to the next sentence) (the “Additional Parts”) shall, without further act, vest in the Head Lessor and become subject to the Lien of this SubleaseMortgage. Notwithstanding the foregoing sentence of this Section 6.3sentence, the Grantor may, at its own expense, so long as no Event of Default shall have occurred and be continuing, Sublessee may request remove or suffer to be removed any Additional Part, provided that Continental under the MSA remove any such Additional Part (such Part being referred to herein as a "Removable Part") at any time during the Term if (i) such Part is in addition to, and not in replacement of or substitution for, any Part originally incorporated or installed in the Aircraft, Airframe or attached to such Engine at the time or any Part in replacement of delivery thereof hereunder, or substitution for any such Part and (ii) such Part is not required, in Sublessor's determination, required to be incorporated or installed in or attached or added to such item of Equipment Engine pursuant to the terms of Section 5.3 or 5.4 hereof or the first sentence of this Section 6.3 and paragraph (iii) such Part can be removed from such item of Equipment without diminishing or impairing, in Sublessor's determination, the value, utility or airworthiness which such item of Equipment would have had at such time had such alteration, modification or addition not occurred. Removable Parts may be subleased from third parties other than Sublessorc). Upon the removal by Sublessee (or by Continental under the MSA) of any Part thereof as above providedprovided above, title thereto shall, without further act, vest in Sublessee and such Additional Part shall no longer be deemed to be subject to the Lien of this Mortgage or part of the Aircraft, Airframe or such Engine from which it was removed. Any Part not removed as above provided prior to and may be sold or otherwise disposed of by the return Grantor in the ordinary course of such item of Equipment to Sublessor hereunder shall remain the property of Head Lessor provided that Sublessor may require Sublessee, in connection with the return of the Aircraft pursuant to Section 12 hereof, to remove any Removable Part from the Aircraft and to restore the Aircraft to its condition prior to the addition of such Removable Part. Sublessor shall not bear any liability for any alteration, modification or addition or for any grounding or suspension of certification of any item of Equipment or for loss of revenuebusiness.
Appears in 1 contract
Sources: Equipment Mortgage and Security Agreement (Pinnacle Airlines Corp)
Alterations, Modifications and Additions. Sublessee shall make (or cause to be made under the MSA or otherwise) such alterations and modifications in and additions to the Equipment Lessee, at its expense own ---------------------------------------- expense, will make any alteration, modification in or addition to any Item of Equipment (referred to hereinafter as an "Alteration") that may be required necessary or advisable, from time to time time, to meet all applicable comply with any law or governmental rule or regulation or with health, safety, environmental or other standards of the FAA or other governmental authority any Regulatory Authority having relevant jurisdiction, unless the validity or application thereof is being contested in good faith by appropriate proceedings (but only so long as such proceedings do not involve any material risk of sale, forfeiture or loss of any of the Equipment or any interest therein). If any mandatory modification work is required, Sublessee shall pay for the first $__________ of the actual cost for any one such mandatory modification and the first $__________ of the actual cost for multiple such mandatory modifications. If the actual cost of such mandatory modification (that is, without markup) exceeds $__________ for any one such mandatory modification and $__________ for multiple such mandatory modifications, then Sublessor shall reimburse Sublessee for a portion of such excess cost in an amount equal to the excess of such cost over $__________ (in the case of a single mandatory modification) or $__________ (in the case of multiple such mandatory modifications) multiplied by a fraction, the numerator of which is the number of months then remaining in the Term of this Sublease and the denominator of which is 84. The Sublessor shall reimburse Sublessee for the balance of such excess cost to Sublessee promptly following completion of such mandatory modification, provided that no Event of Default has occurred and is continuing. In addition, SublesseeLessee, at its own cost and expense, may may, from time to time request time, make any Alteration that Continental make under the MSA such alterations and modifications in and additions to any item of Equipment as Sublessee may deem Lessee deems desirable in the proper conduct of its business; provided, however, that no such alteration, modification or addition shall diminish, in Sublessor's reasonable determination, the -------- ------- Alteration will not materially impair the value or utility of such item Item of Equipment below the value, value or utility and airworthiness thereof immediately prior to such alteration, modification or additionthe Alteration, assuming such item Item of Equipment was were then in of the condition value and airworthiness utility required to be maintained by the terms of this SubleaseLease Agreement. Except as otherwise provided hereinLessee may, title to all Parts (other than Removable Parts (as defined below)) incorporated in an item of Equipment as the result of such alteration, modification or addition shall, without further act, vest in the Head Lessor and become subject to this Sublease. Notwithstanding the foregoing sentence of this Section 6.3, so long as no Event of Default shall have occurred and be continuing, Sublessee may request that Continental under the MSA remove any Part (such Part being referred to herein as a "Removable Part") at any time during the Term if for an Item of Equipment, remove any Part (a "Removable Part"): (i) such Part which is in addition to, and not in replacement of or substitution for, any Part originally incorporated in or installed or attached to the Aircraft, Airframe or such Engine relevant Item of Equipment at the time of delivery thereof hereunder, hereunder or any Part in replacement of or substitution for any such Part; (ii) such Part which is not required, in Sublessor's determination, required to be incorporated or installed in or attached or added to such item Item of Equipment pursuant to the terms of Section 5.3 or 5.4 hereof or the first sentence of this Section 6.3 10; and (iii) such Part which can be removed from such item Item of Equipment without causing material damage to such Item of Equipment or materially diminishing or impairing, in Sublessor's determination, impairing the value, utility or airworthiness condition which such item Item of Equipment would have had at such time had such alteration, modification or addition not occurred. Title to all Parts incorporated or installed in or attached or added to such Item of Equipment as the result of alterations, modifications, or additions under this Section 10(b), except Removable Parts may be subleased from third parties other than Sublessor. Upon the removal by Sublessee (or by Continental under the MSA) of any Part as above providedParts, title thereto shall, without further act, vest in Sublessee Lessor. Title to any Removable Parts shall not vest in Lessor, and upon the removal by Lessee of any Removable Parts as above provided, such Removable Part shall no longer be deemed part of the Aircraft, Airframe or such Engine Item of Equipment from which it was removed. Any Removable Part not removed by Lessee as above provided prior to the return of such item Item of Equipment to Sublessor Lessor hereunder shall remain become the property of Head Lessor at the time of such return. Lessee shall repair all damage to any Item of Equipment resulting from any Alteration so as to restore such Item of Equipment at least to the condition in which it existed prior to such alteration (ordinary wear and tear excepted). Notwithstanding the foregoing and provided that Sublessor may require Sublessee, in connection with the return Lessee has not exercised its option to purchase an Item of the Aircraft Equipment pursuant to Section 12 hereof20(b), at the end of the Term for such Item of Equipment, Lessor shall be entitled to remove purchase from Lessee any Removable Part from the Aircraft and to restore the Aircraft to its condition prior to the addition of such Removable PartParts at their then Fair Market Sales Value. Sublessor Lessor shall not bear have any liability obligation to pay for or to reimburse Lessee for any alterationAlteration permitted by this Section 10, modification whether or addition or for any grounding or suspension of certification of any item of Equipment or for loss of revenuenot it becomes Lessor's property.
Appears in 1 contract
Alterations, Modifications and Additions. Sublessee shall At their sole expense, make (or cause to be made under the MSA or otherwise) ---------------------------------------- such alterations and modifications in and additions to the Equipment at its expense as may be required from time to time by any relevant Governmental Authority or as may be deemed necessary from time to meet all applicable standards time by the Borrowers, whether upon the recommendation of any manufacturer or otherwise, for the purpose of the FAA or other governmental authority having jurisdiction, unless the validity or application thereof is being contested in good faith by appropriate proceedings (but only so long as such proceedings do not involve any material risk of sale, forfeiture or loss of any safe operation of the Equipment (any such alteration, modification or any interest thereinaddition as may be so required or so deemed necessary being herein called a "Required -------- Modification"). If any mandatory modification work is required, Sublessee shall pay for the first $__________ of the actual cost for any one such mandatory modification and the first $__________ of the actual cost for multiple such mandatory modifications. If the actual cost of such mandatory modification (that is, without markup) exceeds $__________ for any one such mandatory modification and $__________ for multiple such mandatory modifications, then Sublessor shall reimburse Sublessee for a portion of such excess cost in an amount equal to the excess of such cost over $__________ (in the case of a single mandatory modification) or $__________ (in the case of multiple such mandatory modifications) multiplied by a fraction, the numerator of which is the number of months then remaining in the Term of this Sublease and the denominator of which is 84. The Sublessor shall reimburse Sublessee for the balance of such excess cost to Sublessee promptly following completion of such mandatory modification, provided that no Event of Default has occurred and is continuing. In addition, Sublesseethe Borrowers, at its own cost and their sole expense, may from time ------------ to time request that Continental make under the MSA such other alterations and modifications in and additions to any item of the Equipment as Sublessee the Borrowers may deem desirable in the proper conduct of its businesstheir business (any such alteration, modification or addition as may be so deemed desirable being herein called an "Optional Modification"); provided, however, that no such alteration, modification or addition (i) any Required --------------------- -------- ------- Modification shall diminishbe expeditiously completed in a good and workmanlike manner, in Sublessor's reasonable determinationcompliance with all legal requirements applicable thereto, and (ii) no Optional Modification shall diminish the value or utility of such any item of Equipment or impair the operating condition thereof below the value, utility and airworthiness operating condition thereof immediately prior to such alteration, modification or additionOptional Modification, assuming that such item of Equipment was then of the value or utility and in the operating condition and airworthiness required to be maintained by the terms of this SubleaseAgreement. Except as otherwise provided herein, title to all Parts (other than Removable Parts (as defined below)) incorporated in an item of Equipment as the result of such alteration, modification or addition shall, without further act, vest in the Head Lessor and become subject to this Sublease. Notwithstanding the foregoing sentence of this Section 6.3, so long as no Event of Default shall have occurred and be continuing, Sublessee may request that Continental under the MSA remove any Part (such Part being referred to herein as a "Removable Part") at any time during the Term if (i) such Part is in addition to, and not in replacement of or substitution for, any Part originally incorporated in the Aircraft, Airframe or such Engine at the time of delivery thereof hereunder, (ii) such Part is not required, in Sublessor's determination, to be All parts incorporated or installed in or attached or added to such any item of Equipment pursuant to the terms composing Collateral as a result of Section 5.3 or 5.4 hereof or the first sentence of this Section 6.3 and (iii) such Part can be removed from such item of Equipment without diminishing or impairing, in Sublessor's determination, the value, utility or airworthiness which such item of Equipment would have had at such time had such alteration, modification or addition not occurred. Removable Parts may be subleased from third parties other than Sublessor. Upon the removal by Sublessee (or by Continental under the MSA) of any Part as above provided, title thereto shall, without further act, vest in Sublessee and such Part shall no longer be deemed part of the Aircraft, Airframe or such Engine from which it was removed. Any Part not removed as above provided prior to the return of such item of Equipment to Sublessor hereunder shall remain the property of Head Lessor provided that Sublessor may require Sublessee, in connection with the return of the Aircraft pursuant to Section 12 hereof, to remove any Removable Part from the Aircraft and to restore the Aircraft to its condition prior to the addition of such Removable Part. Sublessor shall not bear any liability for any alteration, modification or addition which are not readily removable without damage to such item of Equipment shall, without necessity of further act, become part of such item of Equipment for all purposes hereof and subject to the security interest granted herein; however, this sentence shall not be construed to impair or for affect Marad's rights, duties and privileges with respect to FGO or Parent under the Marad Financing Documents, and the Borrowers covenant and agree not to incorporate or install in or attach any grounding or suspension item of certification of Marad Collateral to any item of Equipment or for loss of revenuecomposing Collateral.
Appears in 1 contract
Sources: Loan and Security Agreement (Friede Goldman Halter Inc)
Alterations, Modifications and Additions. Sublessee shall The Borrower will make (or cause to be made under the MSA or otherwisemade) such alterations and alterations, modifications in and additions to the Equipment at its expense Airframes and Engines as may be required from time to time to meet all the applicable standards of the FAA or other governmental authority having jurisdictionFAA, unless the validity or application thereof is being contested in good faith by appropriate proceedings subject to clauses (but only so long as such proceedings do not involve any material risk 2)(a)(i) and (ii) of sale, forfeiture or loss of any of the Equipment or any interest therein). If any mandatory modification work is required, Sublessee shall pay for the first $__________ of the actual cost for any one such mandatory modification and the first $__________ of the actual cost for multiple such mandatory modifications. If the actual cost of such mandatory modification (that is, without markup) exceeds $__________ for any one such mandatory modification and $__________ for multiple such mandatory modifications, then Sublessor shall reimburse Sublessee for a portion of such excess cost in an amount equal to the excess of such cost over $__________ (in the case of a single mandatory modification) or $__________ (in the case of multiple such mandatory modifications) multiplied by a fraction, the numerator of which is the number of months then remaining in the Term of this Sublease and the denominator of which is 84. The Sublessor shall reimburse Sublessee for the balance of such excess cost to Sublessee promptly following completion of such mandatory modification, provided that no Event of Default has occurred and is continuingSection 3.01. In addition, Sublessee, at its own cost and expense, the Borrower may from time to time request that Continental make under the MSA such alterations and modifications in and additions to any item of Equipment Airframe or any Engine as Sublessee the Borrower may deem desirable in the proper conduct of its business, including removal of Parts which the Borrower deems to be obsolete or no longer suitable or appropriate for use on such Airframe or such Engine; provided, however, provided that no such alteration, modification modification, removal or addition shall diminish, in Sublessor's reasonable determination, impairs the value condition or utility airworthiness of such item Airframe or such Engine, or diminishes the value, utility and remaining useful life of Equipment such Airframe or such Engine below the value, utility and airworthiness or remaining useful life thereof immediately prior to such alteration, modification modification, removal or addition, assuming that such item of Equipment was then Airframe or such Engine is in the condition and airworthiness required hereunder. All parts incorporated or installed in or attached or added to be maintained by the terms of this Sublease. Except as otherwise provided herein, title to all Parts (other than Removable Parts (as defined below)) incorporated in an item of Equipment Airframe or an Engine as the result of such alteration, modification or addition (except those parts described in Section 4.04 hereof which the Borrower has leased from others and Parts which may be removed by the Borrower pursuant to the next sentence) (the "Additional Part" or "Additional Parts") shall, without further act, vest in the Head Lessor and become subject to the Lien of this SubleaseMortgage. Notwithstanding the foregoing sentence of this Section 6.3foregoing, so long as no Event of Default shall have occurred and be continuing, Sublessee the Borrower may request that Continental under the MSA remove any Additional Part, provided that such Additional Part (such Part being referred to herein as a "Removable Part") at any time during the Term if (i) such Part is in addition to, and not in replacement of or substitution for, any Part originally incorporated or installed in the Aircraft, or attached to any Airframe or such any Engine at the time of delivery thereof hereunderhereunder or any Part in replacement of or substitution for any such Part, (ii) such Part is not required, in Sublessor's determination, required to be incorporated or installed in or attached or added to such item of Equipment any Airframe or any Engine pursuant to the terms of Section 5.3 or 5.4 Article III hereof or the first sentence of this Section 6.3 4.03, and (iii) such Part can be removed from such item Airframe or such Engine without impairing the airworthiness of Equipment without such Airframe or such Engine or diminishing or impairing, in Sublessor's determination, the value, utility and remaining useful life of such Airframe or airworthiness such Engine which such item of Equipment Airframe or such Engine would have had at such time had such alteration, modification or addition not occurred. Removable Parts may be subleased from third parties other than Sublessor. Upon the removal by Sublessee (or by Continental under the MSA) of any Part thereof as above providedprovided above, title thereto shall, without further act, vest in Sublessee and such Part Additional Parts shall no longer be deemed part free of the Aircraft, Airframe or such Engine from which it was removed. Any Part not removed as above provided prior to the return Lien of such item of Equipment to Sublessor hereunder shall remain the property of Head Lessor provided that Sublessor may require Sublessee, in connection with the return of the Aircraft pursuant to Section 12 hereof, to remove any Removable Part from the Aircraft and to restore the Aircraft to its condition prior to the addition of such Removable Part. Sublessor shall not bear any liability for any alteration, modification or addition or for any grounding or suspension of certification of any item of Equipment or for loss of revenuethis Mortgage.
Appears in 1 contract
Sources: Mortgage and Security Agreement (Frontier Airlines Inc /Co/)
Alterations, Modifications and Additions. Sublessee shall The Grantors, at their own expense, will make (or cause to be made under the MSA or otherwisemade) such alterations and modifications in and additions to the Equipment at its expense each Engine as may be required to be made from time to time so as to meet all applicable standards comply with any Law, rule, regulation or order of any Governmental Authority of any jurisdiction in which any Engine may be located; provided, however, that the FAA or other governmental authority having jurisdictionGrantors may, unless in good faith, and by appropriate proceedings contest the validity or application thereof of any such Law, rule, regulation or order (commencement of such contest to occur within 45 days of the date on which a Grantor is being contested required to make such alterations or modifications) in good faith by appropriate proceedings (but only so long as any reasonable manner that does not materially adversely affect the Collateral Agent or any Secured Party or any of their respective legal and economic interests in or to such proceedings do not Engine, subject any such Person to material risk of any civil or any criminal penalties, or involve any material risk of sale, loss or forfeiture or loss of title to any of the Equipment or any interest therein). If any mandatory modification work is required, Sublessee shall pay for the first $__________ of the actual cost for any one such mandatory modification and the first $__________ of the actual cost for multiple such mandatory modifications. If the actual cost of such mandatory modification (that is, without markup) exceeds $__________ for any one such mandatory modification and $__________ for multiple such mandatory modifications, then Sublessor shall reimburse Sublessee for a portion of such excess cost in an amount equal to the excess of such cost over $__________ (in the case of a single mandatory modification) or $__________ (in the case of multiple such mandatory modifications) multiplied by a fraction, the numerator of which is the number of months then remaining in the Term of this Sublease and the denominator of which is 84. The Sublessor shall reimburse Sublessee for the balance of such excess cost to Sublessee promptly following completion of such mandatory modification, provided that no Event of Default has occurred and is continuingEngine. In addition, Sublesseesubject to the last sentence of this Section 2.01(g), the Grantors, at its their own cost and expense, may from time to time request that Continental lime make under the MSA such alterations and modifications in and additions to any item of Equipment Engine as Sublessee the Grantors may deem desirable in the proper conduct of its business, including removal of Parts that the Grantors deem to be obsolete or no longer suitable or appropriate for use on such Engine; provided, however, provided that no such alteration, modification modification, removal or addition shall diminishimpairs the condition or airworthiness of such Engine, in Sublessor's reasonable determination, or materially diminishes the value or utility of such item of Equipment Engine below the valuecondition, airworthiness, or utility and airworthiness thereof immediately prior to such alteration, modification modification, removal or addition, addition assuming such item of Equipment Engine was then in the condition and airworthiness required to be maintained by the terms of this SubleaseMortgage; provided further that if any such alteration, modification, removal or addition materially diminishes the current market value of such Engine below the current market value thereof immediately prior to such alteration, modification, removal or addition, then the Grantors shall promptly notify the Collateral Agent thereof. Except as otherwise provided herein, title All Parts incorporated or installed in or attached or added to all Parts (other than Removable Parts (as defined below)) incorporated in an item of Equipment Engine as the result of such alteration, modification or addition (except those parts that are excluded from the definition of Parts or that may be removed by the Grantors pursuant to the next sentence) (the “Additional Parts”) shall, without further act, vest in the Head Lessor and become subject to the Lien of this SubleaseMortgage. Notwithstanding the foregoing sentence of this Section 6.3sentence, the Grantors may, at their own expense, so long as no Event of Default shall have occurred and be continuing, Sublessee may request remove or suffer to be removed any Additional Part, provided that Continental under the MSA remove any such Additional Part (such Part being referred to herein as a "Removable Part") at any time during the Term if (i) such Part is in addition to, and not in replacement of or substitution for, any Part originally incorporated or installed in the Aircraft, Airframe or attached to such Engine at the time or any Part in replacement of delivery thereof hereunder, or substitution for any such Part and (ii) such Part is not required, in Sublessor's determination, required to be incorporated or installed in or attached or added to such item of Equipment Engine pursuant to the terms of Section 5.3 or 5.4 hereof or the first sentence of this Section 6.3 and paragraph (iii) such Part can be removed from such item of Equipment without diminishing or impairing, in Sublessor's determination, the value, utility or airworthiness which such item of Equipment would have had at such time had such alteration, modification or addition not occurred. Removable Parts may be subleased from third parties other than Sublessorc). Upon the removal by Sublessee (or by Continental under the MSA) of any Part thereof as above providedprovided above, title thereto shall, without further act, vest in Sublessee and such Additional Part shall no longer be deemed to be subject to the Lien of this Mortgage or part of the Aircraft, Airframe or such Engine from which it was removed. Any Part not removed as above provided prior to and may be sold or otherwise disposed of by the return Grantors in the ordinary course of such item of Equipment to Sublessor hereunder shall remain the property of Head Lessor provided that Sublessor may require Sublessee, in connection with the return of the Aircraft pursuant to Section 12 hereof, to remove any Removable Part from the Aircraft and to restore the Aircraft to its condition prior to the addition of such Removable Part. Sublessor shall not bear any liability for any alteration, modification or addition or for any grounding or suspension of certification of any item of Equipment or for loss of revenuebusiness.
Appears in 1 contract
Sources: Mortgage and Security Agreement (Mesa Air Group Inc)
Alterations, Modifications and Additions. Sublessee shall EXCEPT FOR SUCH ALTERATIONS AND MODIFICATIONS TO THE ENGINE AS MAY BE REQUIRED FROM TIME TO TIME TO MEET THE STANDARDS OF THE FAA OR OTHER GOVERNMENTAL ENTITY HAVING JURISDICTION AND AS REQUIRED TO CONFORM TO MANUFACTURERS' MANDATORY SERVICE BULLETINS, LESSEE SHALL MAKE NO ALTERATIONS, MODIFICATIONS OR ADDITIONS TO THE ENGINE WITHOUT THE PRIOR WRITTEN CONSENT OF LESSOR. Lessee, at its own expense, will make (or cause to be made under the MSA or otherwise) such alterations and modifications in and additions to the Equipment at its expense Engine as may be required from time to time to meet all applicable the standards of the FAA or other governmental authority Governmental Entity having jurisdictionjurisdiction and as required to conform to Manufacturers' mandatory service bulletins, unless the validity or application thereof is being contested in good faith by appropriate proceedings (but only so long as such proceedings do not involve any material risk of sale, forfeiture or loss of any and shall notify Lessor of the Equipment or any interest therein). If any mandatory modification work is requirednature and schedule for making such changes and, Sublessee shall pay upon submission of the Monthly Report for the first $__________ month during which completion of the actual cost for any one such same shall have occurred, of completion thereof. Unless expressly required by the FAA or Manufacturer's mandatory modification and the first $__________ of the actual cost for multiple such mandatory modifications. If the actual cost of such mandatory modification (that isservice bulletins, without markup) exceeds $__________ for any one such mandatory modification and $__________ for multiple such mandatory modifications, then Sublessor shall reimburse Sublessee for a portion of such excess cost in an amount equal to the excess of such cost over $__________ (in the case of a single mandatory modification) or $__________ (in the case of multiple such mandatory modifications) multiplied by a fraction, the numerator of which is the number of months then remaining in the Term of this Sublease and the denominator of which is 84. The Sublessor shall reimburse Sublessee for the balance of such excess cost to Sublessee promptly following completion of such mandatory modification, provided that no Event of Default has occurred and is continuing. In addition, Sublessee, at its own cost and expense, may from time to time request that Continental make under the MSA such alterations and modifications in and additions to any item of Equipment as Sublessee may deem desirable in the proper conduct of its business; provided, however, that no such alteration, modification or addition shall diminish, in Sublessor's reasonable determination, diminish the value or utility of such item of Equipment the Engine, or impair the condition or airworthiness thereof, below the value, utility utility, condition and airworthiness thereof immediately prior to such alteration, modification or addition, addition (assuming such item of Equipment the Engine was then of the value or utility and in the condition and airworthiness required to be maintained by the terms of this SubleaseLease). Except as otherwise provided herein, title All parts incorporated or installed in or attached or added to all Parts (other than Removable Parts (as defined below)) incorporated in an item of Equipment the Engine as the result of such alteration, modification or addition shall, without further act, vest in the Head Lessor and become subject to this SubleaseLease. Notwithstanding the foregoing sentence of this Section 6.36(e), so long as no Default or Event of Default shall have occurred and be continuing, Sublessee Lessee may request that Continental under the MSA remove any Part (such Part being referred to herein as a "Removable Part") at any time during the Term if ; provided that (i) such Part is in addition to, and not in replacement of or substitution for, any Part originally incorporated or installed in or attached to the Aircraft, Airframe or such Engine at the time of delivery thereof hereunderhereunder or any Part in replacement of, or substitution for any such Part, (ii) such Part is not required, in Sublessor's determination, required to be incorporated or installed in or attached or added to such item of Equipment the Engine pursuant to the terms of Section 5.3 or 5.4 hereof or the first sentence of this Section 6.3 6(e) and (iii) such Part can be removed from such item of Equipment the Engine without diminishing or impairing, in Sublessor's determination, impairing the value, utility utility, condition or airworthiness which such item required to be maintained by the terms of Equipment this Lease that the Engine would have had at such time had such alteration, modification or addition removal not occurred. Removable Parts may be subleased from third parties other than Sublessor. Upon the removal by Sublessee (or by Continental under the MSA) Lessee of any Part as above provided, title thereto shall, without further act, vest in Sublessee Lessee and such Part shall no longer be deemed part of the Aircraft, Airframe or such Engine from which it was removed. Any Part not removed by Lessee in any manner other than as above provided prior to the return of such item of Equipment the Engine to Sublessor Lessor hereunder shall remain the property of Head Lessor provided that Sublessor may require Sublessee, in connection with the return of the Aircraft pursuant to Section 12 hereof, to remove any Removable Part from the Aircraft and to restore the Aircraft to its condition prior to the addition of such Removable Part. Sublessor shall not bear any liability for any alteration, modification or addition or for any grounding or suspension of certification of any item of Equipment or for loss of revenueLessor.
Appears in 1 contract
Sources: Engine Lease Agreement (Western Pacific Airlines Inc /De/)
Alterations, Modifications and Additions. Sublessee shall make (or cause to be made under the MSA or otherwise) such alterations and modifications in and additions to the Equipment at its expense as may be required from time to time to meet all applicable standards of the FAA or other governmental authority having jurisdiction, unless the validity or application thereof is being contested in good faith by appropriate proceedings (but only so long as such proceedings do not involve any material risk of sale, forfeiture or loss of any of the Equipment or any interest therein). If any mandatory modification work is required, Sublessee shall pay for the first $__________ of the actual cost for any one such mandatory modification and the first $__________ of the actual cost for multiple such mandatory modifications. If the actual cost of such mandatory modification (that is, without markup) exceeds $__________ for any one such mandatory modification and $__________ for multiple such mandatory modifications, then Sublessor shall reimburse Sublessee for a portion of such excess cost in an amount equal to the excess of such cost over $__________ (in the case of a single mandatory modification) or $__________ (in the case of multiple such mandatory modifications) multiplied by a fraction, the numerator of which is the number of months then remaining in the Term of this Sublease and the denominator of which is 84. The Sublessor shall reimburse Sublessee for the balance of such excess cost to Sublessee promptly following completion of such mandatory modification, provided that no Event of Default has occurred and is continuing. In addition, Sublessee, at its own cost and expense, may from time to time request that Continental make under the MSA such alterations and modifications in and additions to any item of Equipment as Sublessee may deem desirable in the proper conduct of its business; provided, however, that no such alteration, modification or addition shall diminish, in Sublessor's reasonable determination, the value or utility of such item of Equipment below the value, utility and airworthiness thereof immediately prior to such alteration, modification or addition, assuming such item of Equipment was then in the condition and airworthiness required to be maintained by the terms of this Sublease. Except as otherwise provided herein, title to all Parts (other than Removable Parts (as defined below)) incorporated in an item of Equipment as the result of such alteration, modification or addition shall, without further act, vest in the Head Lessor and become subject to this Sublease. Notwithstanding the foregoing sentence of this Section 6.3, so long as no Event of Default shall have occurred and be continuing, Sublessee may request that Continental under the MSA remove any Part (such Part being referred to herein as a "Removable Part") at any time during the Term if (i) such Part is in addition to, and not in replacement of or substitution for, any Part originally incorporated in the Aircraft, Airframe or such Engine at the time of delivery thereof hereunder, (ii) such Part is not required, in Sublessor's determination, to be incorporated or installed in or attached or added to such item of Equipment pursuant to the terms of Section 5.3 or 5.4 hereof or the first sentence of this Section 6.3 and (iii) such Part can be removed from such item of Equipment without diminishing or impairing, in Sublessor's determination, the value, utility or airworthiness which such item of Equipment would have had at such time had such alteration, modification or addition not occurred. Removable Parts may be subleased from third parties other than Sublessor. Upon the removal by Sublessee (or by Continental under the MSA) of any Part as above provided, title thereto shall, without further act, vest in Sublessee and such Part shall no longer be deemed part of the Aircraft, Airframe or such Engine from which it was removed. Any Part not removed as above provided prior to the return of such item of Equipment to Sublessor hereunder shall remain the property of Head Lessor provided that Sublessor may require Sublessee, in connection with the return of the Aircraft pursuant to Section 12 hereof, to remove any Removable Part from the Aircraft and to restore the Aircraft to its condition prior to the addition of such Removable Part. Sublessor shall not bear any liability for any alteration, modification or addition or for any grounding or suspension of certification of any item of Equipment or for loss of revenue.
Appears in 1 contract
Alterations, Modifications and Additions. Sublessee shall (a) During the Interim ---------------------------------------- Lease Term Buyer shall, at Buyer's sole cost and expense, make (or cause to be made under the MSA or otherwise) such alterations and modifications in and additions to the Equipment at its expense as may be required from time to time to meet all applicable the standards of Transport Canada or the FAA or and any other governmental authority Governmental Body having jurisdiction, unless such requirements to include, without limitation, compliance with all applicable FAA and Transport Canada airworthiness directives and mandatory service bulletins, the validity compliance with which is required on or application thereof is being contested in good faith by appropriate proceedings (but only so long as such proceedings do not involve any material risk of sale, forfeiture or loss of any before the date one year after the end of the Equipment or any interest therein)Interim Lease Term. If any mandatory modification work is required, Sublessee The Buyer shall pay document in the Data the method and date of compliance with such requirements to the extent required for the first $__________ of the actual cost for any one such mandatory modification certification by Transport Canada and the first $__________ of the actual cost for multiple such mandatory modifications. If the actual cost of such mandatory modification FAA (that iswith no variance, without markupextension, carry-overs or deferrals).
(b) exceeds $__________ for any one such mandatory modification and $__________ for multiple such mandatory modificationsIn addition to its rights under Section 12.1, then Sublessor shall reimburse Sublessee for a portion of such excess cost in an amount equal to the excess of such cost over $__________ (in the case of a single mandatory modification) or $__________ (in the case of multiple such mandatory modifications) multiplied by a fraction, the numerator of which is the number of months then remaining in the Term of this Sublease and the denominator of which is 84. The Sublessor shall reimburse Sublessee for the balance of such excess cost to Sublessee promptly following completion of such mandatory modification, provided that no Event of Default has occurred and is continuing. In addition, SublesseeBuyer may, at its own ------------ Buyer's sole cost and expense, may from time to time request that Continental and with Seller's prior written consent, make under the MSA such additional alterations and modifications in and additions to the Airframe or any item of Equipment Engine as Sublessee Buyer may deem desirable in the proper conduct of its business; provided, however, that no such alteration, modification or addition shall diminish, in Sublessor's reasonable determination, the value or utility of such item of Equipment below diminish the value, utility or remaining useful life of the Equipment (taken as a whole) or impair the airworthiness and airworthiness thereof condition of the Equipment immediately prior to such alteration, modification or addition, assuming such item of Equipment was then of the value, utility and remaining useful life and in the airworthy and other condition and airworthiness required to be maintained by the terms of this SubleaseAgreement. Except as otherwise provided hereinThe alterations and modifications pursuant to this Section 12.3(b) shall not, title over --------------- time, have a material adverse effect on the value of the Airframe or any Engine.
(c) Title to all Parts (other than Removable Parts (as defined below)) incorporated in an item of Equipment in, installed on or attached or added to the Airframe or any Engine as the result of such any alteration, modification or addition made as required or permitted by this Section 12.3 ------------ shall, without further act, vest in the Head Lessor Seller and become subject to this Sublease. Notwithstanding the foregoing sentence of this Section 6.3Agreement; provided, however, that so long as no Default or Event of Default shall have occurred and be continuing, Sublessee may request that Continental under the MSA remove any Part (such Part being referred to herein as a "Removable Part") at any time during the Term if Interim Lease Term, Buyer may remove any Part provided that (i) such Part is in addition to, and not in replacement of or in substitution for, any Part originally incorporated in the Aircraft, Airframe or such Engine at the time of delivery thereof hereunderan original Part, (ii) such Part is not required, in Sublessor's determination, required to be incorporated or in, installed in on or attached or added to such item of Equipment the Airframe or any Engine pursuant to the terms of Section 5.3 Sections 12.1 or 5.4 hereof or the first sentence of this Section 6.3 12.3(a), and ------------------------ (iii) such Part can be removed from the Airframe or such item of Equipment Engine without diminishing or impairing, in Sublessor's determination, impairing the value, utility utility, remaining useful life, airworthiness or airworthiness which condition required to be maintained by the terms of this Agreement that such item of Equipment Airframe or Engine would have had at such time had such alteration, modification or addition not occurred. Removable Parts may be subleased from third parties other than Sublessor. Upon the removal by Sublessee (or by Continental under the MSA) Buyer of any Part as above providedpermitted by this Section 12.3, title thereto to such removed Part shall, without ------------ further act, vest in Sublessee Buyer and such Part removed part shall no longer be deemed part a "Part" of the Aircraft, Airframe or such Engine from which it was removedEquipment. Any Part not removed recovered by Buyer as provided above provided prior to before the return to Seller of the Airframe or Engine in which such item of Equipment Part is incorporated or installed or to Sublessor hereunder which such Part is attached shall remain the property of Head Lessor provided that Sublessor may require Sublessee, in connection with the return of the Aircraft pursuant Seller and subject to Section 12 hereof, to remove any Removable Part from the Aircraft and to restore the Aircraft to its condition prior to the addition of such Removable Part. Sublessor shall not bear any liability for any alteration, modification or addition or for any grounding or suspension of certification of any item of Equipment or for loss of revenuethis Agreement.
Appears in 1 contract
Sources: Aircraft Conditional Sale Agreement (Airfund International Limited Partnership)
Alterations, Modifications and Additions. Sublessee Subject only to the last paragraph of this Article 6.3, Lessee, at its own expense, shall make (or cause to be made under the MSA or otherwise) such alterations and modifications in and additions to the Equipment at its expense as may be required from time to time to meet all applicable standards of by the FAA or other governmental authority having jurisdiction, unless the validity or application thereof is being contested in good faith and by appropriate proceedings (but only so long as (i) such proceedings do not involve any material risk the likelihood of sale, forfeiture or loss of any of the Equipment Equipment, or any interest thereintherein and (ii) such proceedings do not subject Lessor or Beneficiary to any criminal liability). If any mandatory modification work is required, Sublessee shall pay for the first $__________ of the actual cost for any one such mandatory modification and the first $__________ of the actual cost for multiple such mandatory modifications. If the actual cost of such mandatory modification (that is, without markup) exceeds $__________ for any one such mandatory modification and $__________ for multiple such mandatory modifications, then Sublessor shall reimburse Sublessee for a portion of such excess cost in an amount equal to the excess of such cost over $__________ (in the case of a single mandatory modification) or $__________ (in the case of multiple such mandatory modifications) multiplied by a fraction, the numerator of which is the number of months then remaining in the Term of this Sublease and the denominator of which is 84. The Sublessor shall reimburse Sublessee for the balance of such excess cost to Sublessee promptly following completion of such mandatory modification, provided that no Event of Default has occurred and is continuing. In addition, SublesseeLessee, at its own cost and expense, may from time to time request that Continental make under the MSA such alterations and modifications in and additions to any each item of Equipment as Sublessee Lessee may deem desirable in the proper conduct of its business; provided, however, provided that no such alteration, modification or addition shall diminish, in Sublessor's reasonable determination, diminishes the value or utility of such item of Equipment or impairs the condition or airworthiness thereof below the value, utility utility, condition and airworthiness thereof immediately prior to such alteration, modification or addition, assuming such item of Equipment was then of the value and utility and in the condition and airworthiness required to be maintained by the terms of this SubleaseLease; provided further that no such alteration, modification, or addition with an estimated cost in excess of $[ ]* shall be made (other than an alteration, modification, or addition required to be made pursuant to the first sentence of this Article 6.3 or as provided in Article 6.4) without the prior written consent of Beneficiary. Except as otherwise provided hereinAny permitted modification shall be made in accordance with, title and in compliance with, FAA-approved modification documentation, any FAA certification issues shall have been addressed to Lessor's Tech Rep's reasonable satisfaction, and copies of all such documentation will be supplied to Lessor's Tech Rep. Title to all Parts (other than Removable Parts (as defined below)) incorporated or installed in an or attached or added to any item of Equipment as the result of such alteration, modification or addition shall, without further act, vest in the Head Lessor and become subject to this Sublease. Notwithstanding the foregoing sentence of this Section 6.3Lessor; provided, however, that so long as no Event under Article 14.1(a) or Event of Default shall have occurred and be continuing, Sublessee may request that Continental under the MSA remove any Part (such Part being referred to herein as a "Removable Part") at any time during the Term if in effect for an item of Equipment, Lessee may remove any Part from such item of Equipment, provided that (i) such Part is in addition to, and not in replacement of or in substitution for, any Part originally incorporated or installed in the Aircraft, Airframe or attached to such Engine item of Equipment at the time of the delivery thereof hereunderhereunder or any Part in replacement of, or substitution for, any such Part, (ii) such Part is not required, in Sublessor's determination, required to be incorporated or installed in or attached or added to such item of Equipment pursuant to the terms of Section 5.3 or 5.4 hereof or the first sentence of this Section 6.3 Article 6.3, and (iii) such Part can be removed from such item of Equipment without causing any material damage thereto and without diminishing or impairing, in Sublessor's determination, impairing the value, utility utility, condition or airworthiness which such item of Equipment would have had at such time had such alteration, modification or addition not occurred. Removable Parts may be subleased from third parties other than Sublessor. Upon the removal by Sublessee (or by Continental under the MSA) Lessee of any such Part as above providedprovided above, title thereto shall, without further act, vest in Sublessee Lessee free of Lessor Liens and all rights of Lessor and Beneficiary and such Part shall no longer be deemed part of the Aircraft, Airframe or such Engine from which it was removeda Part hereunder. Any Part not removed by Lessee as above provided prior to the return of such the item of Equipment to Sublessor Lessor hereunder shall remain the property of Head Lessor. Neither Lessor provided that Sublessor may require Sublessee, in connection with the return of the Aircraft pursuant to Section 12 hereof, to remove any Removable Part from the Aircraft and to restore the Aircraft to its condition prior to the addition of such Removable Part. Sublessor nor Beneficiary shall not bear any liability or cost for any alteration, modification or addition modification, addition, or for any grounding or suspension of certification of any item of Equipment or for loss of revenue.; provided always, however, that in the event that the cost (material and labor) of (i) compliance with any airworthiness directive ("AD") issued by the FAA during the Term which requires terminating action during the Term, or within twelve months after the Expiration Date or (ii) compliance with any regulatory requirement necessary for the Aircraft to meet FAR Part 121, exceeds $[ ]*, Lessee shall pay the first $[ ]* and the excess will be shared between Lessee and Beneficiary as follows. The Beneficiary's share shall be calculated by application of the following formula: [1 - (N - M)/(300 - (X + M))] x (C - $[ ]*) where,
Appears in 1 contract
Sources: Aircraft Lease Agreement (Western Pacific Airlines Inc /De/)