Common use of General Tax Indemnity — Reports Clause in Contracts

General Tax Indemnity — Reports. If any report, return or statement is required to be filed with respect to any Tax which is subject to indemnification under this Section 29(b), Lessee shall timely file the same at its sole expense (except for any such report, return or statement which a Tax Indemnitee has notified Lessor or Lessee that such Tax Indemnitee intends to file or which such Tax Indemnitee is required by law to file in its own name). Lessee shall either file such report, return or statement so as to show the ownership of the Engine in the Owner and send a copy of such report, return or statement to Lessor, the Tax Indemnitee and the Owner or, where Lessee is not so permitted to file such report, return or statement, it shall notify the Tax Indemnitee and Lessor of such requirement and prepare and deliver such report, return or statement to the Tax Indemnitee and Lessor in a manner satisfactory to such Tax Indemnitee and Lessor within a reasonable time prior to the time such report, return or statement is to be filed. Lessee shall hold Lessor and the Tax Indemnitee harmless on an After-Tax Basis from and against any penalties, interest, fines or additions to Tax caused by the inaccuracy of any report, return or statement prepared and filed by Lessee on behalf of Lessor or any other Tax Indemnitee. Lessee will provide at Lessee’s expense to Lessor and the Tax Indemnitee such information as Lessor or any Tax Indemnitee may reasonably request in writing that is reasonably necessary to enable Lessor or such Tax Indemnitee to comply with their tax filings, audit and litigation requirements. If Lessee receives written notice from a Taxing Authority or a Tax Indemnitee or otherwise of a Tax that is imposed upon a Tax Indemnitee but not indemnified against by Lessee hereunder, Lessee will promptly forward a copy of such notice to Lessor and the Tax Indemnitee. Lessee shall also provide or cause to be provided to Lessor, upon request and at Lessee’s expense, all documents, records and other information that Lessor is required to provide any Tax Indemnitee under any applicable agreements between Lessor and such Tax Indemnitee.

General Tax Indemnity — Reports. If any report, return or statement is required to be filed with respect to any Tax which is subject to indemnification under this Section 29(b7(b), Lessee shall timely file the same at its sole expense (except for any such report, return or statement which a the Tax Indemnitee has notified Lessor or Lessee that such the Tax Indemnitee intends to file or which such the Tax Indemnitee is required by law to file in its own name). Lessee shall have no obligation under the preceding sentence if such Tax Indemnitee, after receipt of Lessee's written request, shall have failed to furnish Lessee with such information in a timely fashion as is in such Tax Indemnitee's control and is not otherwise reasonably available to Lessee and is necessary to file such returns. Lessee shall either file such report, return or statement so as to show the ownership of the Engine Aircraft in the Owner Trustee and send a copy of such report, return or statement to Lessor, the Tax Indemnitee and the Owner Trustee or, where Lessee is not so permitted to file such report, return or statement, it shall notify the Tax Indemnitee and Lessor of such requirement and prepare and deliver such report, return or statement to the Tax Indemnitee and Lessor in a manner satisfactory to such Tax Indemnitee and Lessor within a reasonable time prior to the time such report, return or statement is to be filed. Lessee shall hold Lessor and provide to the Tax Indemnitee harmless on an After-Tax Basis from and against any penalties, interest, fines Owner Participant upon request (or additions to Tax caused by the inaccuracy of any report, return or statement prepared and filed by Lessee on behalf of Lessor or any other Tax Indemnitee. Lessee will provide at Lessee’s expense to Lessor and the Tax Indemnitee such information as Lessor or any Tax Indemnitee may reasonably request in writing that is reasonably necessary to enable Lessor or such Tax Indemnitee to comply with their tax filings, audit and litigation requirements. If Lessee receives written notice from a Taxing Authority or a Tax Indemnitee or otherwise of a Tax that is imposed upon a Tax Indemnitee but not indemnified against by Lessee hereunder, Lessee will promptly forward a copy of such notice to Lessor and the Tax Indemnitee. Lessee shall also provide or cause to be provided to Lessorthe Owner Participant upon request) such information maintained in the regular course of Lessee's business and shall make available for inspection and copying by the Owner Participant, at Lessee's expense, such records as Lessee retains in the regular course of its business, or is required under applicable law to retain, as shall be reasonably necessary for the Owner Participant to prepare or support any required Federal, state, local or foreign tax returns or other filings, or to comply with audit or litigation requirements. The Owner Participant shall provide to Lessee upon request (or shall cause to be provided to Lessee on request) such information related to the Overall Transaction maintained in the regular course of the Owner Participant's business, and shall make available (or shall cause to be made available) for inspection and copying by Lessee, at Lessee’s the Owner Participant's expense, all documentssuch records related to the Overall Transaction as the Owner Participant or the Owner Trustee retain in the regular course of their business or are required by law to retain, records and as shall be necessary for Lessee to prepare or support any required Federal, state, local or foreign returns or other information that Lessor is required filings or to provide any Tax Indemnitee under any applicable agreements between Lessor and such Tax Indemniteecomply with audit or litigation requirements.

General Tax Indemnity — Reports. If any report, return or statement is required to be filed with respect to any Tax which is subject to indemnification under this Section 29(b), Lessee Sublessee shall timely file the same at its sole expense (except for any such report, return or statement which a Tax Indemnitee has notified Lessor Sublessor or Lessee Sublessee that such Tax Indemnitee intends to file or which such Tax Indemnitee is required by law to file in its own name). Lessee Sublessee shall either file such report, return or statement so as to show the ownership of the Engine Aircraft in the Owner Trustee or the Owner Participant where appropriate and send a copy of such report, return or statement to LessorSublessor, the Tax Indemnitee and the Owner Trustee or, where Lessee Sublessee is not so permitted to file such report, return or statement, it shall notify the Tax Indemnitee and Lessor Sublessor of such requirement and prepare and deliver such report, return or statement to the Tax Indemnitee and Lessor Sublessor in a manner satisfactory to such Tax Indemnitee and Lessor Sublessor within a reasonable time prior to the time such report, return or statement is to be filed. Lessee Sublessee shall hold Lessor Sublessor and the Tax Indemnitee harmless on an After-Tax Basis from and against any penalties, interest, fines or additions to Tax caused by the inaccuracy of any report, return or statement prepared and filed by Lessee Sublessee on behalf of Lessor Sublessor or any other Tax Indemnitee. Lessee Sublessee will provide at LesseeSublessee’s expense to Lessor Sublessor and the Tax Indemnitee such information maintained in the regular course of Sublessee’s business as Lessor Sublessor or any Tax Indemnitee may reasonably request in writing that is reasonably necessary to enable Lessor Sublessor or such Tax Indemnitee to comply with their tax filings, audit and litigation requirements. If Lessee Sublessee receives written notice from a Taxing Authority or a Tax Indemnitee or otherwise of a Tax that is imposed upon a Tax Indemnitee but not indemnified against by Lessee Sublessee hereunder, Lessee Sublessee will promptly forward a copy of such notice to Lessor Sublessor and the Tax Indemnitee. Lessee Sublessee shall also provide or cause to be provided to LessorSublessor, upon request and at LesseeSublessee’s expense, all documents, records and other information that Lessor Sublessor is required to provide any Tax Indemnitee under any applicable agreements between Lessor and such Tax IndemniteeSection 7(b) of the Participation Agreement.

General Tax Indemnity — Reports. If Lessee will provide -------------------------------- such information as may be reasonably requested by a Tax Indemnitee or required to enable a [First Amended and Restated Participation Agreement (1989 I)] Tax Indemnitee to fulfill its tax filing and audit requirements with respect to the transactions contemplated by the Operative Documents. In the event any reportreturn, return statement or statement report is required to be made or filed with respect to any Tax which is subject to indemnification imposed on or indemnified against by Lessee under this Section 29(b7(b) (other than with respect to Income Taxes), Lessee shall timely file notify the same at its sole expense (except for any such report, return or statement which a Tax Indemnitee has notified Lessor of such requirement and (i) to the extent permitted by law or Lessee that such Tax Indemnitee intends to file or which such Tax Indemnitee is required by law to law, Lessee shall make and file in its own name). Lessee shall either file , and pay the tax shown due on such reportreturn, return statement or statement so report in such manner as to will show the ownership of the Engine Aircraft in the Owner Trustee and send furnish the Tax Indemnitee with a copy of such return, statement or report; provided, return or statement however, that Lessee shall have no obligation under this clause (i) to Lessor, the extent such Tax Indemnitee after receipt of Lessee's written request shall have failed to furnish Lessee with such information as is peculiarly within such Tax Indemnitee's control and the Owner or, where Lessee is not so permitted necessary to file such reportreturns, return statements or statementreports, it (ii) in the case of a return, statement or report required to be in the name of or filed by such Tax Indemnitee, Lessee shall notify the prepare and furnish such return, statement or report for filing by such Tax Indemnitee and Lessor of in such requirement and prepare and deliver such report, return or statement to the Tax Indemnitee and Lessor in a manner as shall be reasonably satisfactory to such Tax Indemnitee and Lessor within a reasonable time send the same to such Tax Indemnitee for filing no later than 20 Business Days prior to the time due date; provided, however, that Lessee shall have no obligation under this clause (ii) to the extent such Tax Indemnitee after receipt of Lessee's written request specifying that information is required to be provided pursuant to Section 7(b)(v) of this Agreement, shall have failed to furnish Lessee with such information as is peculiarly within such Tax Indemnitee's control and is necessary to prepare such return, statement or report, return and (iii) in the case of a return, statement or statement report required to reflect items in addition to Taxes imposed on or indemnified against by the Lessee under this Section 7(b), Lessee shall, upon the written request of such Tax Indemnitee, provide such Tax Indemnitee with such information as is to be filedwithin Lessee's reasonable control. Lessee shall hold Lessor and the each Tax Indemnitee harmless on an After-Tax Basis from and against any liabilities, including, but not limited to penalties, additions to tax, fines and interest, fines or additions to Tax caused by the inaccuracy arising out of any reportinsufficiency or inaccuracy in any such return, return statement, report or statement prepared and filed by Lessee on behalf of Lessor information if such insufficiency or any other Tax Indemnitee. Lessee will provide at inaccuracy is attributable to Lessee’s expense to Lessor and the Tax Indemnitee such information as Lessor or any Tax Indemnitee may reasonably request in writing that is reasonably necessary to enable Lessor or such Tax Indemnitee to comply with their tax filings, audit and litigation requirements. If Lessee receives written notice from a Taxing Authority or a Tax Indemnitee or otherwise of a Tax that is imposed upon a Tax Indemnitee but not indemnified against by Lessee hereunder, Lessee will promptly forward a copy of such notice to Lessor and the Tax Indemnitee. Lessee shall also provide or cause to be provided to Lessor, upon request and at Lessee’s expense, all documents, records and other information that Lessor is required to provide any Tax Indemnitee under any applicable agreements between Lessor and such Tax Indemnitee.

General Tax Indemnity — Reports. If any report, return or statement is required to be filed with respect to any Tax which is subject to indemnification obligations of the Lessee under or arising out of this Section 29(b13(b), the Lessee shall timely notify the Indemnitee and timely file the same at its sole expense (same, except for any such report, return or statement which a Tax such Indemnitee has notified Lessor or the Lessee that such Tax Indemnitee it intends to file or which such Tax Indemnitee is required by law to file in its own name)file. The Lessee shall either file such report, return or statement so as to show the ownership of the Engine undivided Interest or the Real Property Interest, as the case may be, in the Owner Trustee and send a copy of such report, return or statement to Lessor, the Tax Indemnitee and the Owner Trustee and such Indemnitee or, where Lessee is not so permitted to file such reportpermitted, return or statement, it shall notify the Tax Owner Trustee and such Indemnitee and Lessor of such requirement and prepare and deliver such report, return or statement to the Tax Owner Trustee and such Indemnitee and Lessor in a manner -79- 6091.50. 2831. 27:2 satisfactory to such Tax the Owner Trustee and Such Indemnitee and Lessor within a reasonable time prior to the time such report, return or statement is to be filed. filed or, where such return, statement or report shall be required to reflect items in addition to any obligations of the Lessee under or arising out of this Section 13(b), provide the Owner Trustee and such Indemnitee with information sufficient to permit such return, statement or report properly to be made with respect to any obligations of the Lessee under or arising out of this Section 13(b) (and the Lessee shall hold Lessor and the Tax each Indemnitee harmless on an After-Tax Basis from and against any liabilities, obligations, losses, damages, penalties, interestclaims, fines or additions to Tax caused by the inaccuracy actions, suits and reasonable costs arising out of any reportinsufficiency or inaccuracy in any such return, return statement report or statement prepared and filed by Lessee on behalf of Lessor or any other Tax Indemniteeinformation). Lessee will provide at Lessee’s expense to Lessor and the Tax Indemnitee such information as Lessor or any Tax Indemnitee may reasonably request in writing that is reasonably necessary to enable Lessor or such Tax Indemnitee to comply with their tax filings, audit and litigation requirements. If Lessee receives written notice from a Taxing Authority or a Tax Indemnitee or otherwise of a Tax that is imposed upon a Tax Indemnitee but not indemnified against by Lessee hereunder, Lessee will promptly forward a copy of such notice to Lessor and the Tax Indemnitee. The Lessee shall also provide or cause not have any right to be provided to Lessor, upon request and at Lessee’s expense, all documents, records and other information that Lessor is required to provide examine the tax returns of any Tax Indemnitee under any applicable agreements between Lessor and such Tax Indemnitee.

General Tax Indemnity — Reports. If any report, return or statement is required to be filed with respect to any Tax which is subject to indemnification obligations of the Lessee under or arising out of this Section 29(b13(b), the Lessee shall timely notify the Indemnitee and timely file the same at its sole expense (same, except for any such report, return or statement which a Tax such Indemnitee has notified Lessor or the Lessee that such Tax Indemnitee it intends to file or which such Tax Indemnitee is required by law to file in its own name)file. The Lessee shall either file such report, return or statement so as to show the ownership of the Engine undivided Interest or the Real Property Interest, as the case maybe, in , the Owner owner Trustee and send a copy of such report, return or statement to Lessor, the Tax Indemnitee and the Owner Trustee and such Indemnitee or, where Lessee is not so permitted to file such reportpermitted, return or statement, it shall notify the Tax Owner Trustee and such Indemnitee and Lessor of such requirement and prepare and deliver such report, return or statement to the Tax Owner Trustee and such Indemnitee and Lessor in a manner satisfactory to the Owner Trustee and such Tax Indemnitee and Lessor within a reasonable time prior to the time such report, return or statement is to be filed. filed or, where such return, statement or report shall be required to reflect items in addition to any obligations of the Lessee under or arising out of this Section 13(b), provide the Owner Trustee and such Indemnitee with information sufficient to permit such return, statement or report properly to be made with respect to any obligations of the Lessee under or arising out of this Section 13(b) (and the Lessee shall hold Lessor and the Tax each Indemnitee harmless on an After-Tax Basis from and against any liabilities, obligations, losses, damages, penalties, interestclaims, fines or additions to Tax caused by the inaccuracy actions, suits and reasonable costs arising out of any reportinsufficiency or inaccuracy in any such return, return statement, report or statement prepared and filed by Lessee on behalf of Lessor or any other Tax Indemniteeinformation). Lessee will provide at Lessee’s expense to Lessor and the Tax Indemnitee such information as Lessor or any Tax Indemnitee may reasonably request in writing that is reasonably necessary to enable Lessor or such Tax Indemnitee to comply with their tax filings, audit and litigation requirements. If Lessee receives written notice from a Taxing Authority or a Tax Indemnitee or otherwise of a Tax that is imposed upon a Tax Indemnitee but not indemnified against by Lessee hereunder, Lessee will promptly forward a copy of such notice to Lessor and the Tax Indemnitee. The Lessee shall also provide or cause not have any right to be provided to Lessor, upon request and at Lessee’s expense, all documents, records and other information that Lessor is required to provide examine the tax returns of any Tax Indemnitee under any applicable agreements between Lessor and such Tax Indemnitee.6091.100.2898.27:1

General Tax Indemnity — Reports. If any report, -------------------------------- return or statement is required to be filed with respect to any Tax which that is subject to indemnification under this Section 29(b)Article VIII, the Lessee shall timely file the same at its sole expense (except for any in such report, return or statement which a Tax Indemnitee has notified Lessor or Lessee that such Tax Indemnitee intends to file or which such Tax Indemnitee is required by law to file in its own name). Lessee shall either file such report, return or statement so manner as to will show the ownership of the Engine Equipment in the Owner Trustee (and send a copy of such report, return or statement to Lessorthe Owner Participant and Owner Trustee), or, where not so permitted or where the Tax Indemnitee necessary information is not within the control of the Lessee, shall timely notify the Owner Participant and the Owner or, where Lessee is not so permitted to file such report, return or statement, it shall notify the Tax Indemnitee and Lessor Trustee of such requirement of which it is aware or should be aware and prepare and deliver such report, return or statement to the Tax Indemnitee Owner Participant and Lessor in a manner satisfactory to such Tax Indemnitee the Owner Trustee and Lessor within a reasonable time prior to the time such report, return or statement is to be filed. Lessee shall hold Lessor and the Tax Indemnitee harmless on an After-Tax Basis from and against any penaltiesEach Indemnified Person, interest, fines or additions to Tax caused by the inaccuracy of any report, return or statement prepared and filed by Lessee on behalf of Lessor itself and each Indemnified Person claiming through it, agrees for the benefit of the Lessee that, in filing its tax returns and in its dealings with taxing authorities, such Indemnified Person shall in good faith use reasonable efforts to minimize its exposure to Taxes (including, where appropriate, the filing of claims for refunds of Taxes indemnified hereunder); provided that such actions will not, in the judgment of -------- such Indemnified Person, subject such Indemnified Person to any risk of adverse Tax or any other non-Tax Indemnitee. Lessee will provide at Lessee’s expense to Lessor and the Tax Indemnitee such information as Lessor or any Tax Indemnitee may reasonably request in writing that is reasonably necessary to enable Lessor or such Tax Indemnitee to comply with their tax filings, audit and litigation requirements. If Lessee receives written notice from a Taxing Authority or a Tax Indemnitee or otherwise of a Tax that is imposed upon a Tax Indemnitee but not indemnified against by Lessee hereunder, Lessee will promptly forward a copy of such notice to Lessor and the Tax Indemnitee. Lessee shall also provide or cause to be provided to Lessor, upon request and at Lessee’s expense, all documents, records and other information that Lessor is required to provide any Tax Indemnitee under any applicable agreements between Lessor and such Tax Indemniteeconsequences.