Common use of Replacement Parts Clause in Contracts

Replacement Parts. Except as otherwise provided in the succeeding paragraph (d) of this Section, the Lessee, at its own cost and expense, will promptly replace all Parts which may from time to time become worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered unfit for use (such replacement parts hereinafter called "Replacement Parts"). In addition, in the ordinary course of maintenance, service, repair, overhaul or testing, the Lessee may, at its own cost and expense, remove any Parts, whether or not worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered unfit for use, PROVIDED that the Lessee shall, at its own cost and expense, replace such Parts as promptly as practicable. All Replacement Parts shall be free and clear of all Liens and shall be in as good operating condition as, and shall have a value and utility at least equal to, the Parts replaced assuming such replaced Parts were in the condition and repair required to be maintained by the terms hereof. All Parts at any time removed from the Facility shall remain the property of the Lessor, no matter where located, until such time as such Parts shall be replaced by Replacement Parts which have been incorporated or installed in or attached to and become a part of the Facility and which meet the requirements for Replacement Parts specified above. Immediately upon any Replacement Part becoming incorporated or installed in or attached to and becoming a part of any of the Facility as above provided, without further act, (i) title to the removed Part shall thereupon vest in the Lessee, free and clear of all rights of the Lessor, and shall no longer be deemed a Part hereunder, (ii) title to such Replacement Part shall thereupon vest in the Lessor, and (iii) such Replacement Part shall become subject to this Lease and be deemed part of the Facility for all purposes hereof to the same extent as the Parts originally incorporated or installed in or attached to the Facility. The Lessee agrees to cooperate with the Lessor in the preparation, execution and filing of such documents as may be reasonably required to create, perfect and maintain the Lessor's ownership in any such Replacement Part. The Lessee shall notify the Lessor of any Replacement Part or any series of related Replacement Parts (whether related by type or function) for any Leased Property installed and having a cost per Replacement Part or such series of related Replacement Parts, as the case may be, of $250,000 or more.

Replacement Parts. Except as otherwise provided in the succeeding paragraph (d) of this Section, the Lessee, directly or through any Permitted ------------------ Sublessee, at its own no cost and expenseor expense to Lessor, will promptly replace all Parts parts which may from time to time become worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered or declared unfit for use for any reason whatsoever (such substituted Parts, when intended to be permanent replacement parts Parts are hereinafter called "Replacement Parts"). In addition, in the ordinary course of maintenance, service, repair, overhaul or testing, the Lessee may, directly, or through any Permitted Sublessee, at its own no cost and expenseexpense to Lessor, remove any serviceable Parts, whether or not worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered unfit for use, PROVIDED provided that the Lessee shall, at its own cost and expense, replace such serviceable Parts shall be replaced as promptly as practicable. All Replacement Parts shall be free and clear of all Liens and shall be in as good operating condition as, and shall have a value and utility at least equal to, the Parts replaced assuming such replaced Parts were in the condition and repair required to be maintained by the terms hereof. All Parts at any time removed from the Facility Airframe or any Engine shall remain the property of the Lessor, no matter where located, until such time as such Parts shall be replaced by Replacement Parts which have been incorporated or installed in or attached to and become a part of the Facility Airframe or such Engine and which meet the requirements for Replacement Parts specified above. Immediately upon any Replacement Part becoming incorporated or installed in or attached to and becoming a part of the Airframe or any of the Facility Engine as above provided, without further act, (i) title to the removed Part shall thereupon vest in the Lessee, free and clear of all rights of the Lessor, Lessor and shall no longer be deemed a Part hereunder, (ii) title to such Replacement Part shall thereupon vest in the Lessor, and (iii) such Replacement Part shall become subject to this Lease and be deemed part of the Facility Airframe or Engine, as the case may be, for all purposes hereof to the same extent as the Parts originally incorporated or installed in or attached to the Facility. The Lessee agrees to cooperate with the Lessor in the preparation, execution and filing of such documents as may be reasonably required to create, perfect and maintain the Lessor's ownership in any such Replacement Part. The Lessee shall notify the Lessor of any Replacement Part or any series of related Replacement Parts (whether related by type or function) for any Leased Property installed and having a cost per Replacement Part Airframe or such series of related Engine. Lessee or Permitted Sublessee may use temporary replacement parts provided that such parts are replaced with, or become, Replacement Parts, as the case may be, of $250,000 or moresoon as practicable.

Replacement Parts. Except as otherwise provided in the succeeding paragraph (d) of this Section, the LesseeDebtor, at its own cost and expense, will promptly (or will cause the Lessee to promptly) replace all Parts which may from time to time become worn out, lost, stolen, taken, destroyed, seized, confiscated, requisitioned, damaged beyond repair or permanently rendered or declared unfit for use for any reason whatsoever (such replacement parts substituted Parts hereinafter called "Replacement Parts"). In addition, in the ordinary course of maintenance, service, repair, overhaul or testing, the Lessee Debtor may, at its own cost and expense, (or may cause the Lessee to promptly) remove any serviceable Parts, whether or not worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered unfit for use, PROVIDED provided that the Lessee Debtor shall, at its own cost and expenseexpense (or Debtor shall cause the Lessee, at the Lessee's own cost and expense to), replace such serviceable Parts as promptly as practicable. All Replacement Parts (i) shall be owned by Debtor or Lessee free and clear of all Liens (other than the Lien of the Lender hereunder), (ii) shall be in an airworthy condition and of at least equivalent model and modification status and/or service bulletin accomplishment status, shall be fully interchangeable as to form, fit and function and shall be in as a good operating condition as, and shall have a value and utility at least equal to, the Parts replaced assuming such replaced Parts were in the condition and repair required to be maintained by the terms hereof. All , (iii) shall have a current "serviceable tag" of the manufacturer or maintenance facility providing such items to Debtor or Lessee, indicating that such Parts at any time removed are new, serviceable or overhauled, (iv) if serviceable, shall have all maintenance records from the Facility shall remain last overhaul thereof and the property of maintenance history since the Lessor, no matter where located, until such time as such Parts shall be replaced by Replacement Parts which have been incorporated or installed in or attached to and become a part of the Facility and which meet the requirements for Replacement Parts specified above. Immediately upon any Replacement Part becoming incorporated or installed in or attached to and becoming a part of any of the Facility as above provided, without further actlast overhaul thereof, (iv) title to the removed Part shall thereupon vest in the Lesseeif overhauled, free and clear of have all rights of the Lessor, and shall no longer be deemed a Part hereunder, (ii) title to such Replacement Part shall thereupon vest in the Lessoroverhaul records, and (iiivi) such Replacement Part shall become subject to this Lease and be deemed part of the Facility for all purposes hereof to the same extent as the Parts originally incorporated or installed in or attached to the Facility. The Lessee agrees to cooperate with the Lessor in the preparationif a life limited Part, execution and filing of such documents as may be reasonably required to create, perfect and maintain the Lessor's ownership in any such Replacement Part. The Lessee shall notify the Lessor of any Replacement Part or any series of related Replacement Parts (whether related by type or function) for any Leased Property installed and having a cost per Replacement Part or such series of related Replacement Parts, as the case may be, of $250,000 or more.have continuous

Replacement Parts. Except as otherwise provided in the succeeding paragraph (d) upon an Event of this SectionTotal Loss, the Lessee, at its own cost and expense, will promptly replace all Parts which may from time to time become worn out, lost, stolen, destroyed, seized, confiscated, out or damaged beyond repair or permanently rendered obsolete or unfit for use for any reason whatsoever to the extent necessary to enable the Lessee to meet its rent payment obligations under this Lease Agreement (such replacement substituted parts hereinafter being called "“Replacement Parts"”). In addition, in the ordinary course of maintenance, service, repair, overhaul or testing, the Lessee may, at its own cost and expense, remove any Parts, whether or not worn out, lost, stolen, destroyed, seized, confiscated, out or damaged beyond repair or permanently rendered obsolete or unfit for use, PROVIDED provided that the Lessee shall, at its own cost and expense, replace such Parts as promptly as practicablepracticable to the extent necessary to enable the Lessee to meet its rent payment obligations under this Lease Agreement. All Replacement Parts shall be free and clear of all Liens liens (except Permitted Encumbrances) and shall be in as good operating condition as, and shall have a value and or utility at least equal to, the Parts replaced assuming such each replaced Parts were Part was of the value or utility and in the condition and repair required to be maintained by the terms hereof. All Parts at any time removed from the Facility Existing Campus and, on and from the Delivery Date, the Expanded Campus, shall remain the property of the Lessor, no matter where located, until such time as such Parts shall be replaced by Replacement Parts which have been incorporated or installed in or attached to the Existing Campus and, on and become a part of from the Facility Delivery Date, the Expanded Campus, and which meet the requirements for Replacement Parts specified above. Immediately upon any Replacement Part meeting such requirements become becoming incorporated or installed in or attached to the Existing Campus and, on and becoming a part of any of from the Facility Delivery Date, the Expanded Campus, as above provided, without further act, (i) title to the removed Part shall thereupon vest in the Lessee, free and clear of all rights of the Lessor, and shall no longer be deemed a Part party hereunder, (ii) title to such Replacement Part shall thereupon vest in the Lessor, and (iii) such Replacement Part shall become subject to this Lease Agreement and be deemed part of the Facility Existing Campus and ,on and from the Delivery Date, the Expanded Campus, for all purposes hereof to the same extent as the Parts originally incorporated or installed in or attached to the FacilityExisting Campus and, on and from the Delivery Date, the Expanded Campus. The Lessee agrees to cooperate with the Lessor in the preparation, execution execute and filing of file such documents as may be reasonably required to create, perfect and maintain the security interests of the Lender in any such Replacement Part and the Lessor's ownership ’s interests in any such Replacement Part. The Lessee shall notify the Lessor of any Replacement Part or any series of related Replacement Parts (whether related by type or function) for any Leased Property installed and having a cost per Replacement Part or such series of related Replacement Parts, as the case may be, of $250,000 or more.

Replacement Parts. Except as otherwise provided in the succeeding paragraph (d) upon an Event of this SectionTotal Loss, ----------------- the Lessee, at its own cost and expense, will promptly replace all Parts which may from time to time become worn out, lost, stolen, destroyed, seized, confiscated, out or damaged beyond repair or permanently rendered obsolete or unfit for use for any reason whatsoever to the extent necessary to enable the Lessee to meet its rent payment obligations under this Lease Agreement (such replacement substituted parts hereinafter being called "Replacement Parts"). In addition, in the ordinary course of maintenance, service, repair, overhaul or testing, the Lessee may, at its own cost and expense, remove any Parts, whether or not worn out, lost, stolen, destroyed, seized, confiscated, out or damaged beyond repair or permanently rendered obsolete or unfit for use, PROVIDED provided that the Lessee shall, at its own cost and expense, replace such Parts as promptly as practicablepracticable to the extent necessary to enable the Lessee to meet its rent payment obligations under this Lease Agreement. All Replacement Parts shall be free and clear of all Liens liens (except Permitted Encumbrances) and shall be in as good operating condition as, and shall have a value and or utility at least equal to, the Parts replaced assuming such each replaced Parts were Part was of the value or utility and in the condition and repair required to be maintained by the terms hereof. All Parts at any time removed from the Facility Campus shall remain the property of the Lessor, no matter where located, until such time as such Parts shall be replaced by Replacement Parts which have been incorporated or installed in or attached to and become a part of the Facility Campus and which meet the requirements for Replacement Parts specified above. Immediately upon any Replacement Part meeting such requirements become becoming incorporated or installed in or attached to and becoming a part of any of the Facility Campus as above provided, without further act, (i) title to the removed Part shall thereupon vest in the Lessee, free and clear of all rights of the Lessor, and shall no longer be deemed a Part party hereunder, (ii) title to such Replacement Part shall thereupon vest in the Lessor, and (iii) such Replacement Part shall become subject to this Lease Agreement and be deemed part of the Facility Campus for all purposes hereof to the same extent as the Parts originally incorporated or installed in or attached to the FacilityCampus. The Lessee agrees to cooperate with the Lessor in the preparation, execution execute and filing of file such documents as may be reasonably required to create, perfect and maintain the security interests of the Lender in any such Replacement Part and the Lessor's ownership interests in any such Replacement Part. The Lessee shall notify the Lessor of any Replacement Part or any series of related Replacement Parts (whether related by type or function) for any Leased Property installed and having a cost per Replacement Part or such series of related Replacement Parts, as the case may be, of $250,000 or more.

Replacement Parts. Except as otherwise provided in the succeeding paragraph (d) of this Section, the LesseeDebtor, at its own cost and expense, will promptly (or will cause the Lessee to promptly) replace all Parts which may from time to time become worn out, lost, stolen, taken, destroyed, seized, confiscated, requisitioned, damaged beyond repair or permanently rendered or declared unfit for use for any reason whatsoever (such replacement parts substituted Parts hereinafter called "Replacement Parts"). In addition, in the ordinary course of maintenance, service, repair, overhaul or testing, the Lessee Debtor may, at its own cost and expense, (or may cause the Lessee to promptly) remove any serviceable Parts, whether or not worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered unfit for use, PROVIDED provided that the Lessee Debtor shall, at its own cost and expenseexpense (or Debtor shall cause the Lessee, at the Lessee's own cost and expense to), replace such serviceable Parts as promptly as practicable. All Replacement Parts (i) shall be owned by Debtor or Lessee free and clear of all Liens (other than the Lien of the Lender hereunder), (ii) shall be in an airworthy condition and of at least equivalent model and modification status and/or service bulletin accomplishment status, shall be fully interchangeable as to form, fit and function and shall be in as a good operating condition as, and shall have a value and utility at least equal to, the Parts replaced assuming such replaced Parts were in the condition and repair required to be maintained by the terms hereof, (iii) shall have a current "serviceable tag" of the manufacturer or maintenance facility providing such items to Debtor or Lessee, indicating that such Parts are new, serviceable or overhauled, (iv) if serviceable, shall have all maintenance records from the last overhaul thereof and the maintenance history since the last overhaul thereof, (v) if overhauled, have all overhaul records, and (vi) if a life limited Part, have continuous records since the date of manufacture or the date of the last overhaul. All Parts at any time removed from the Facility Engine shall remain the property part of the LessorCollateral, no matter where located, until such time as such Parts shall be replaced by Replacement Parts which have been incorporated or installed in or attached to and become a part of the Facility Engine and which meet the requirements for Replacement Parts specified above. Immediately Without limiting the generality of any term of this Agreement, immediately upon any Replacement Part becoming incorporated or installed in or attached to and becoming a part of any of the Facility Engine as above provided, without further act, (i) title to the removed Part shall thereupon vest in the Lessee, free and clear of all rights of the Lessor, and shall no longer be deemed a Part hereunder, (ii) title to such Replacement Part shall thereupon vest in the Lessor, and (iii) such Replacement Part shall become subject to this Lease Agreement including, without limitation, the lien and security interest of this Agreement, and shall be deemed part of the Facility Collateral and shall be deemed part of the Engine, as the case may be, for all purposes hereof to the same extent as the Parts originally incorporated or installed in or attached to the FacilityEngine, and the Lender's lien and security interest with respect to the Part being replaced by the Replacement Part shall automatically thereafter be deemed to be released and shall no longer be subject to the terms of this Agreement. The Notwithstanding anything contained in this Section 5.11(d) to the contrary, so long as the Debtor shall (or cause the Lessee agrees to cooperate with to) use, operate, maintain, inspect, service, repair, overhaul and test the Lessor in the preparation, execution Engine and filing of such documents as may be reasonably required to create, perfect replace any Parts (and maintain and keep any Records) at a level which fully satisfies in all respects the Lessor's ownership terms and conditions of the Lease, the Debtor shall be deemed to have complied in any such Replacement Part. The Lessee shall notify all respects to the Lessor terms and conditions of any Replacement Part or any series of related Replacement Parts (whether related by type or function) for any Leased Property installed and having a cost per Replacement Part or such series of related Replacement Parts, as the case may be, of $250,000 or morethis Section 5.11(d).

Replacement Parts. Except as otherwise provided in the succeeding paragraph (d) of this Section, the Lessee, directly or through any Permitted ----------- ----- Sublessee, at its own no cost and expenseor expense to Lessor, will promptly replace all Parts parts which may from time to time become worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered or declared unfit for use for any reason whatsoever (such substituted Parts, when intended to be permanent replacement parts Parts are hereinafter called "Replacement Parts"). In addition, in the ordinary course of maintenance, service, repair, overhaul or testing, the Lessee may, directly, or through any Permitted Sublessee, at its own no cost and expenseexpense to Lessor, remove any serviceable Parts, whether or not worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered unfit for use, PROVIDED provided that the Lessee shall, at its own cost and expense, replace such serviceable Parts shall be replaced as promptly as practicable. All Replacement Parts shall be free and clear of all Liens and shall be in as good operating condition as, and shall have a value and utility at least equal to, the Parts replaced assuming such replaced Parts were in the condition and repair required to be maintained by the terms hereof. All Parts at any time removed from the Facility Airframe or any Engine shall remain the property of the Lessor, no matter where located, until such time as such Parts shall be replaced by Replacement Parts which have been incorporated or installed in or attached to and become a part of the Facility Airframe or such Engine and which meet the requirements for Replacement Parts specified above. Immediately upon any Replacement Part becoming incorporated or installed in or attached to and becoming a part of the Airframe or any of the Facility Engine as above provided, without further act, (i) title to the removed Part shall thereupon vest in the Lessee, free and clear of all rights of the Lessor, Lessor and shall no longer be deemed a Part hereunder, (ii) title to such Replacement Part shall thereupon vest in the Lessor, and (iii) such Replacement Part shall become subject to this Lease and be deemed part of the Facility Airframe or Engine, as the case may be, for all purposes hereof to the same extent as the Parts originally incorporated or installed in or attached to the Facility. The Lessee agrees to cooperate with the Lessor in the preparation, execution and filing of such documents as may be reasonably required to create, perfect and maintain the Lessor's ownership in any such Replacement Part. The Lessee shall notify the Lessor of any Replacement Part or any series of related Replacement Parts (whether related by type or function) for any Leased Property installed and having a cost per Replacement Part Airframe or such series of related Engine. Lessee or Permitted Sublessee may use temporary replacement parts provided that such parts are replaced with, or become, Replacement Parts, as the case may be, of $250,000 or moresoon as practicable.

Replacement Parts. Except as otherwise provided in the succeeding paragraph (d) of this Section, the The Lessee, at its own cost and expense, will promptly replace all Parts which may from time to time become worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered unfit for use (such or which may be required to maintain the quality of the relevant Site. All replacement parts are hereinafter called "Replacement PartsREPLACEMENT PARTS"). In addition, in the ordinary course of maintenance, service, repair, overhaul or testing, the Lessee may, without consent of the Lessor, at its own cost and expense, remove any Parts, whether or not worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered unfit for use, PROVIDED provided that the Lessee shall, at its own cost and expense, replace such Parts as promptly as practicable. All Replacement Parts shall be free and clear of all Liens (except Permitted Liens), and shall be in as good operating condition as, and shall have a value and utility at least equal to, the Parts replaced assuming such replaced Parts were in the condition and repair required to be maintained by the terms hereof. All Parts at any time removed from any of the Facility Sites shall remain the property of the Lessor, no matter where located, until such time as such Parts shall be replaced by Replacement Parts which have been incorporated or installed in or attached to and become a part of the Facility Sites and which meet the requirements for Replacement Parts specified above. Immediately upon any Replacement Part becoming incorporated or installed in or attached to and becoming a part of any of the Facility Sites as above 20 Master Lease Agreement 22 provided, without further act, (i) title to the removed Part shall thereupon vest in the Lessee, free and clear of all rights of the Lessor, and all Lessor Liens and shall no longer be deemed a Part hereunder, (ii) title to such Replacement Part shall thereupon vest in the Lessor, and (iii) such Replacement Part shall become subject to this Lease and be deemed part of the Facility Sites for all purposes hereof to the same extent as the Parts originally incorporated or installed in or attached to the Facilitysuch Site. The Lessee agrees may transfer Parts from one Site to cooperate another in a manner consistent with the Lessor foregoing and its normal operating practices so long as the Site from which the transfer was made meets the standards set forth in clause (z) of Section 9(d) and such transfer does reduce by more than a de minimis amount the Fair Market Sales Value, and residual value of such Site immediately prior to such transfer, assuming such Site was then in the preparation, execution and filing of such documents as may be reasonably condition required to createbe maintained by the terms of this Lease, perfect and maintain such Site after the Lessor's ownership in any such Replacement Part. The Lessee shall notify transfer meets the Lessor requirements of any Replacement Part or any series of related Replacement Parts (whether related by type or function) for any Leased Property installed Applicable Law and having a cost per Replacement Part or such series of related Replacement Parts, as the case may be, of $250,000 or moreall Insurance Requirements.

Replacement Parts. Except as otherwise provided in the succeeding paragraph (d) of this Section, the Lessee, at its own Lessee's cost and expense, will shall promptly replace with new, newly overhauled, or serviceable Parts all Parts which may from time to time become worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered or declared unfit for use (such replacement parts hereinafter called "Replacement Parts")on the Aircraft for any reason whatsoever. In additionAdditionally, in the ordinary course of maintenance, service, repair, overhaul or testing, the Lessee may, at its own cost and expense, remove any Parts, whether or not worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered or declared unfit for useuse on the Aircraft, PROVIDED provided that the Lessee shall, at its own cost and expense, replace such Parts as promptly as practicable. All Replacement replacement Parts described in the preceding two sentences of this Section 9.4 shall be free and clear of all Liens Liens, except Lessor Liens; shall have been certified for use on the Aircraft under the Manufacturer's type certificate for the Aircraft and shall be in as good operating condition as, and shall have a value and utility at least equal to, the Parts replaced replaced, assuming such replaced Parts were in the condition and repair required to be maintained by the terms hereofhereof (replacement Parts meeting this criteria are hereinafter called "Replacement Parts"). All Parts Parts, at any time removed from the Facility Airframe or any Engine, shall remain the property of the Lessor, no matter where located, until such time as such Parts shall be replaced by Replacement Parts which have been incorporated or installed in or attached to and become a part of the Facility Airframe or such Engine and which meet the requirements for Replacement Parts specified above. Immediately upon any Replacement Part becoming being incorporated or 10 into, installed in or attached to and becoming a part of the Airframe or any of the Facility Engine as above provided, without further act, (i) title to the removed Part shall thereupon vest in the Lessee, or such other person then entitled thereto, free and clear of all rights of the Lessor, Lessor and shall no longer be deemed a Part hereunder, ; (ii) title to such Replacement Part shall thereupon vest in the Lessor; and, and (iii) such Replacement Part shall become subject to this the Lease and be deemed part of the Facility Airframe or Engine, as the case may be, for all purposes hereof hereof, to the same extent as the Parts originally incorporated or installed in or attached to the Facility. The Lessee agrees to cooperate with the Lessor in the preparation, execution and filing of such documents as may be reasonably required to create, perfect and maintain the Lessor's ownership in any such Replacement Part. The Lessee shall notify the Lessor of any Replacement Part or any series of related Replacement Parts (whether related by type or function) for any Leased Property installed and having a cost per Replacement Part Airframe or such series of related Replacement PartsEngine and title thereto shall immediately vest in Lessor upon incorporation into the Airframe or Engine, as the case may be. Lessee, upon Lessor's request, shall deliver, or cause to be delivered, to Lessor a bill xx sale, paid invoice or other evidence of $250,000 or moretitle covering any such Replacement Part.

Replacement Parts. Except as otherwise provided in the succeeding paragraph (d) of this SectionSection 12(e), the Lessee, at its own cost and expense, will Sublessee shall promptly replace all Parts which may from time to time become worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair repair, or permanently rendered unfit for use for any reason whatsoever (such replacement substituted parts hereinafter called being "Replacement Parts"). In addition, in the ordinary course of maintenance, serviceoverhaul, repair, overhaul or testing, the Lessee may, at its own cost and expense, Sublessee may remove any Parts, whether or not worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair repair, or permanently rendered unfit for use, PROVIDED provided that the Lessee shall, at its own cost and expense, replace Sublessee simultaneously replaces such Parts as promptly as practicableParts. All Replacement Parts shall be free and clear of all Liens (except for pooling arrangements to the extent permitted by Section 12(f)) and, except on a temporary basis for emergency repairs, shall have a value, utility, performance, efficiency, and remaining useful life at least equal to the Parts replaced (and in any event shall be in as good operating condition as, and shall have a value and utility at least equal to, the Parts replaced assuming such replaced Parts were in the condition and repair required to be maintained by the terms hereofcondition). All Parts at any time removed from the Facility any Item shall remain the property of the Lessor, no matter where located, until such time as such Parts shall be they have been replaced by Replacement Parts which have been incorporated or installed in or attached to and become a part of the Facility such Item and which meet the requirements for Replacement Parts specified above. Immediately upon any Replacement Part Part's becoming incorporated or installed in or attached to and becoming a part of any of the Facility such Item as above provided, without further act, (i) title to the removed Part shall thereupon vest in the LesseeSublessee, free and clear of all rights of the Sublessor, the Lessor, or the Loan Trustee, and such Replacement Part shall no longer be deemed a Part "Part" hereunder, (ii) title to such Replacement replaced Part shall thereupon vest in the Lessor, subject only to a pooling arrangement to the extent permitted by Section 12(f), and (iii) such Replacement Part shall become subject to this Lease Sublease and shall be deemed part of the Facility for all purposes hereof to the same extent as the Parts originally incorporated or installed in or attached to the Facility. The Lessee agrees to cooperate with the Lessor in the preparation, execution and filing of such documents as may be reasonably required to create, perfect and maintain the Lessor's ownership in any such Replacement Part. The Lessee shall notify the Lessor of any Replacement Part or any series of related Replacement Parts (whether related by type or function) for any Leased Property installed and having a cost per Replacement Part or such series of related Replacement Parts, as the case may be, of $250,000 or morepertinent Item.

Replacement Parts. Except Lessee shall as otherwise provided in the succeeding paragraph (d) of this Section, the Lessee, at its own cost and expense, will promptly soon as practicable replace all Parts which that may from time to time become worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered or declared unfit for use for any reason whatsoever (such replacement substituted parts hereinafter called "Replacement Parts"). In addition, in the ordinary course of maintenance, service, repair, overhaul or testing, the Lessee may, at its own cost and expense, remove any Partsserviceable parts, whether or not worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or permanently rendered unfit for use, PROVIDED provided that the Lessee shall, at its own cost and expense, replace such serviceable Parts as promptly as practicable. All Replacement Parts shall be free and clear of all Liens except Lessor Liens and shall be in as good operating condition as, and shall have a value and utility at as least equal to, the Parts replaced assuming such replaced Parts were in the condition and repair required to be maintained by the terms hereof. All Parts at any time removed from the Facility Airframe or any Engine shall remain the property of the Lessor, no matter where located, until such time as such Parts shall be replaced by Replacement Parts which that have been incorporated or installed in or attached to and become a part of the Facility Airframe or such Engine and which meet the requirements for Replacement Parts specified above. Immediately upon any Replacement Part becoming incorporated or installed in or attached to and becoming a part of the Airframe or any of the Facility Engine as above provided, without further act, (ia) title to the removed Part shall thereupon vest in the Lessee, free and clear of all rights of the Lessor, Lessor and shall no longer be deemed a Part hereunder, (iib) title to such Replacement Part shall thereupon vest in the Lessor, and (iiic) such Replacement Part shall become subject to this the Lease and be deemed part of the Facility Airframe or Engine, as the case may be, for all purposes hereof to the same extent as the Parts originally incorporated or installed in or attached to the Facility. The Lessee agrees to cooperate with the Lessor in the preparation, execution and filing of such documents as may be reasonably required to create, perfect and maintain the Lessor's ownership in any such Replacement Part. The Lessee shall notify the Lessor of any Replacement Part or any series of related Replacement Parts (whether related by type or function) for any Leased Property installed and having a cost per Replacement Part Airframe or such series of related Replacement Parts, as the case may be, of $250,000 or moreEngine.