Common use of Return of Aircraft Clause in Contracts

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence (and reasonably acceptable to the Lessee), within the continental United States (on the Lessee's route structure as in effect on the return date) and the Airframe shall be fully equipped with two Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's Liens), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor will give the Lessee at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof) days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennessee.

Appears in 6 contracts

Samples: Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp)

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Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence Lessee (and reasonably acceptable to the LesseeOwner Participant), or if such termination is pursuant to Article 17 hereof, selected by the Lessor in its reasonable discretion, within or, if the Aircraft is then registered outside the United States, outside of the continental United States (on the Lessee's route structure as in effect on the return datedate and provided that the Lessee shall pay any incremental expenses incurred in connection with a redelivery outside the United States) and the Airframe shall be fully equipped with two Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's Liens), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor Lessee will give the Lessee Lessor at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof) 30 days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennesseestorage.

Appears in 3 contracts

Samples: Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp)

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence (and reasonably acceptable to the Lessee), within the continental United States (on the Lessee's route structure as in effect on the return date) and the Airframe shall be fully equipped with two three Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's Liens), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor will give the Lessee at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof) days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennessee.

Appears in 2 contracts

Samples: Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp)

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwiseotherwise (including termination as a result of a rejection hereof pursuant to any provision of the Bankruptcy Code applicable to the Lessee), the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on upon such earlier termination of the Termination DateTerm, as the case may be, at a location on the Lessee's principal maintenance facility route system, as in Memphiseffect on the date of return, Tennessee or such other location specified in the forty-eight (48) contiguous states of the United States, as designated by the Lessor pursuant to the next succeeding sentence (and reasonably acceptable to the Lessee)Lessee or, within if such location designated by the continental United States (on Lessor is not reasonably acceptable to the Lessee's route structure as in effect on the return date) , at Memphis, Tennessee, and the Airframe shall be fully equipped with two three Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's LiensLiens (it being understood that, in connection with such transfer, the Owner Participant shall be responsible for removal of Lessor's Liens attributable to it, SSB shall be responsible for removal of Lessor's Liens attributable to it and the Owner Trustee shall be responsible for removal of Lessor's Liens attributable to the Owner Trustee, all in accordance with Section 7.03(b) or 7.04(b) as the case may be, of the Participation Agreement)), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value value, remaining useful life and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor will give the Lessee at least thirty (30) days' (or five (5) Business Days' in the case of a return pursuant to Article 17 hereof) days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennesseestorage.

Appears in 2 contracts

Samples: Lease Agreement (Federal Express Corp), Lease Agreement (Federal Express Corp)

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence Lessee (and reasonably acceptable to the LesseeOwner Participant (or the Lessor so long as the Lien of the Indenture is in effect)), within the continental United States (on the Lessee's route structure as in effect on the return date) and the Airframe shall be fully equipped with two Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's Liens), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor Lessee will give the Lessee Lessor at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof) 15 days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennesseestorage.

Appears in 1 contract

Samples: Lease Agreement (Federal Express Corp)

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence (and reasonably acceptable to the Lessee), within the continental United States (on the Lessee's route structure as in effect on the return date) and the Airframe shall be fully equipped with two three Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's Liens), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor will give the Lessee at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof17) days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennessee. If the Lessor furnishes to the Lessee a written request regarding the return of the Aircraft so as to enable the Lessor or the Owner Participant to realize "foreign trade income" as defined in Section 923(b) of the Code or other favorable tax treatment for Illinois state income tax purposes from the sale or release of the Aircraft, the Lessee will comply with such proposal to the extent the Lessee can do so without incurring any cost or expense not indemnified against by the Lessor in a manner reasonably acceptable to the Lessee and to the extent such compliance would not otherwise interfere with the Lessee's conduct of its business.

Appears in 1 contract

Samples: Lease Agreement (Federal Express Corp)

Return of Aircraft. Unless (a) Condition Upon Return. Upon the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, expiration or upon the earlier termination of this Lease pursuant as to Article 10 or Article 17 hereof or otherwiseany Leased Property, the LesseeLessee will return, at its Lessee's own cost risk and expense, will return the Aircraft such Leased Property by delivering it the same to the Lessor on the last day of the Term at Evergreen Air Center Inc.'s facilities at Pinal Air Park, Marana, Arizona, or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified as shall have been agreed upon by Lessor and Lessee, (i) in the Lessor pursuant to case of the next succeeding sentence (and reasonably acceptable to the Lessee), within the continental United States (on the Lessee's route structure as in effect on the return date) and the 747 Airframe shall be fully equipped with two Engines four 747 Engines, or other Xxxxx & Xxxxxxx JT9D-7F engines (or engines of the same or another manufacturer of the same or an improved make model and model as were delivered suitable for use on the Delivery Date 747 Airframe) owned by Lessee, duly installed thereon and (ii) in the case of any DC-9 Airframe fully equipped with two DC-9 Engines, or other Xxxxx & Whitney JT8D-9A engines (or Replacement Enginesengine of the same or another manufacturer of the same or an improved model and suitable for use on the DC-9 Airframe) owned by Lessee, duly installed thereon. At the time of such return each Airframe and Engines or engines (i), in the case of such Aircraft, shall be duly certified as an airworthy aircraft by the Federal Aviation Administration; (ii) shall be free and clear of all Liens (other than Lessor's Lessor Liens and Unmatured Lessor Liens), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine ; (iii) shall be in at least as good operating condition as when delivered to Lessee hereunder, ordinary wear and tear excepted, or, in the case of any such engines owned by Lessee, shall have a value and utility at least equal to, and shall be in as good operating condition as required by the terms hereof with respect to the Engines; (iv) in the event that Lessee does not, use a progressive overhaul program in which no out-of-service phase with respect to the Airframe exceeds 120 hours and Lessee adopts a time-related overhaul program with respect to such Airframe, such Airframe shall have at least the same value and utility number of the allowable hours of operation remaining to the next D Check as the Engines being replaced, assuming number of hours of operation remaining to the next D Check immediately after the Delivery Date with respect to such Engines were Aircraft; and (v) in the event that Lessee has adopted an on condition required hereunder. The Lessor will give maintenance program with respect to all engines in its fleet similar to the Engines or engines being returned, Lessee shall have maintained the Engines or engines being returned in accordance with such program, and in the event that Lessee shall, in lieu of an on condition maintenance program have adopted a scheduled shop visit or modular change maintenance program with respect to the Engines or engines, the Engines or engines shall have at least thirty an average number of allowable hours between scheduled shop visits or module change remaining (30based on a 12-month running average) (or five (5) to next scheduled removal as the average number of such hours to the next scheduled removal of the Engines on the related Delivery Date, but in no case less than, in the case of a return pursuant the 747 Engine, 2,000 hours or 500 cycles remaining on any one 747 Engine to Article 17 hereof) days' prior written notice next scheduled removal or, in the case of the place DC-9 Engines, 1,000 hours or 1,000 cycles remaining on any one DC-9 Engine to next scheduled removal. If for reasons beyond the control of Lessee it is unable to comply with clause (i) of the second sentence of this Section 5(a) upon the return of such return; providedLeased Property, howeverit will immediately give Lessor notice thereof describing the circumstances in detail and shall either, as directed by Lessor at its option, (i) return such Leased Property as nearly as possible in compliance with this Section 5(a) or (ii) retain possession of such Leased Property until it is able to comply with this Section 5(a) at which time Lessee shall comply with this Section 5(a) as promptly as possible. If Lessee retains possession of such Leased Property, the provisions of this Lease and the Participation Agreement (including, without limitation, Section 11 hereof and Section 7 of the Participation Agreement) shall continue to apply except Lessee will not be obligated to pay Basic Rent with respect to such Leased Property, provided that if the Lessor during such period Lessee shall have made the request for storage pursuant no right to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennesseeuse such Leased property.

Appears in 1 contract

Samples: Mortgage and Security Agreement (Evergreen International Aviation Inc)

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence Lessee (and reasonably acceptable to the LesseeOwner Participant), within or outside of the continental United States (on the Lessee's route structure as in effect on the return date) and the Airframe shall be fully equipped with two three Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's Liens), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor Lessee will give the Lessee Lessor at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof) 15 days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered storage. If the Lessor furnishes to the Lessee a written request regarding the return of the Aircraft shall be returned so as to enable the Lessor or the Owner Participant to realize "foreign trade income" as defined in MemphisSection 923(b) of the Code from the sale or resale of the Aircraft, Tennesseethe Lessee will comply with such proposal to the extent the Lessee can do so without incurring any cost or expense not indemnified against by the Lessor in a manner reasonably acceptable to the Lessee and to the extent such compliance would not otherwise interfere with the Lessee's conduct of its business.

Appears in 1 contract

Samples: Lease Agreement (Federal Express Corp)

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Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence Lessee (and reasonably acceptable to the LesseeLessor), within the continental United States (on the Lessee's route structure as in effect on the return date) and the Airframe shall be fully equipped with two three Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's LiensLiens (it being understood that, in connection with such transfer, the Owner Participant shall be responsible for removal of Lessor's Liens attributable to it, SSB shall be responsible for removal of Lessor's Liens attributable to it and the Owner Trustee shall be responsible for removal of Lessor's Liens attributable to the Owner Trustee, all in accordance with Section 7.03(b) or 7.04(b) as the case may be, of the Participation Agreement)), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor Lessee will give the Lessee Lessor at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof) 15 days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennesseestorage.

Appears in 1 contract

Samples: Lease Agreement (Federal Express Corp)

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwiseotherwise (including termination as a result of a rejection hereof pursuant to any provision of the Bankruptcy Code applicable to the Lessee), the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on upon such earlier termination of the Termination DateTerm, as the case may be, at a location on the Lessee's principal maintenance facility route system, as in Memphiseffect on the date of return, Tennessee or such other location specified in the forty-eight (48) contiguous states of the United States, as designated by the Lessor pursuant to the next succeeding sentence (and reasonably acceptable to the Lessee)Lessee or, within if such location designated by the continental United States (on Lessor is not reasonably acceptable to the Lessee's route structure as in effect on the return date) , at Memphis, Tennessee, and the Airframe shall be fully equipped with two three Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's LiensLiens (it being understood that, in connection with such transfer, each Owner Participant shall be responsible for removal of Lessor's Liens attributable to it, WTC shall be responsible for removal of Lessor's Liens attributable to it and the Owner Trustee shall be responsible for removal of Lessor's Liens attributable to the Owner Trustee, all in accordance with Section 7.03(b) or 7.04(b) as the case may be, of the Participation Agreement)), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value value, remaining useful life and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor will give the Lessee at least thirty (30) days' (or five (5) Business Days' in the case of a return pursuant to Article 17 hereof) days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennesseestorage.

Appears in 1 contract

Samples: Lease Agreement (Federal Express Corp)

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence Lessee (and reasonably acceptable to the LesseeOwner Participant (or the Lessor so long as the Lien of the Indenture is in effect)), within or outside of the continental United States (on the Lessee's route structure as in effect on the return datedate and provided that the Lessee shall pay any incremental expenses incurred in connection with a redelivery outside the United States) and the Airframe shall be fully equipped with two Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's Liens), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor Lessee will give the Lessee Lessor at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof) 15 days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennesseestorage.

Appears in 1 contract

Samples: Lease Agreement (Federal Express Corp)

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwiseotherwise (including termination as a result of a rejection hereof pursuant to any provision of the Bankruptcy Code applicable to the Lessee), the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on upon such earlier termination of the Termination DateTerm, as the case may be, at a location on the Lessee's principal maintenance facility route system, as in Memphiseffect on the date of return, Tennessee or such other location specified in the forty-eight (48) contiguous states of the United States, as designated by the Lessor pursuant to the next succeeding sentence (and reasonably acceptable to the Lessee)Lessee or, within if such location designated by the continental United States (on Lessor is not reasonably acceptable to the Lessee's route structure as in effect on the return date) , at Memphis, Tennessee, and the Airframe shall be fully equipped with two three Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's LiensLiens (it being understood that, in connection with such transfer, the Owner Participant shall be responsible for removal of Lessor's Liens attributable to it, FSB shall be responsible for removal of Lessor's Liens attributable to it and the Owner Trustee shall be responsible for removal of Lessor's Liens attributable to the Owner Trustee, all in accordance with Section 7.03(b) or 7.04(b) as the case may be, of the Participation Agreement)), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value value, remaining useful life and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor will give the Lessee at least thirty (30) days' (or five (5) Business Days' in the case of a return pursuant to Article 17 hereof) days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered storage. If the Lessor furnishes to the Lessee a written request regarding the return of the Aircraft shall be returned so as to enable the Lessor or the Owner Participant to realize "foreign trade income" as defined in MemphisSection 923(b) of the Code or other favorable tax treatment for Illinois state income tax purposes from the sale or release of the Aircraft, Tennesseethe Lessee will comply with such proposal to the extent the Lessee can do so without incurring any cost or expense not indemnified against by the Lessor in a manner reasonably acceptable to the Lessee and to the extent such compliance would not otherwise interfere with the Lessee's conduct of its business.

Appears in 1 contract

Samples: Lease Agreement (Federal Express Corp)

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