Common use of Return of Other Engines Clause in Contracts

Return of Other Engines. In the event that any engine not owned by Lessor shall be installed on the Airframe returned in accordance with Section 5.1, such engine shall be a Xxxxx & Xxxxxxx JT8D-9A engine (or an improved model engine fully compatible with the other Engine or engine installed on the Airframe). At the time of such replacement, such engine shall have performance and durability characteristics and a value, condition and utility at least equal to the Engine it replaced hereunder, assuming such Engine was maintained in accordance with the requirements of this Lease, and at the time the Airframe is returned shall fully comply with all the requirements of this Lease, including this Section 5, which are applicable to Engines. Upon return of the Aircraft, Lessee shall duly convey to Lessor good title to any such replacement engine, free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender; and, upon such conveyance and as a condition thereto, Lessee will (a) furnish Lessor with a full warranty (as to title) xxxx of sale, in form and substance reasonably satisfactory to Lessor, with respect to each such replacement engine, together with an opinion of counsel to the effect that such xxxx of sale has been duly authorized and delivered and is enforceable in accordance with its terms and that each such replacement engine is free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender, and (b) take such other action as Lessor may reasonably request in order that title to such replacement engine may be duly and properly vested in Lessor to the same extent as the Engine replaced thereby. Upon compliance by Lessee with the foregoing, Lessor will, so long as no Lease Event of Default has occurred and is continuing, Transfer to Lessee any Engine not installed on the Airframe at the time of return, free and clear of all Liens, including Lessor Liens.

Return of Other Engines. In the event that any engine not owned by the Lessor shall be installed on returned with the Airframe returned in accordance with Section 5.1Airframe, such engine shall satisfy the requirements for a Replacement Engine, shall be a Xxxxx & Xxxxxxx JT8D-9A engine (or an improved model engine fully compatible with the free and clear of all Liens other Engine or engine installed on the Airframe). At the time of such replacement, such engine than Lessor's Liens and shall have performance and durability characteristics and a value, remaining useful life, utility and condition and utility at least equal to as great as the Engine it replaced hereunder, (assuming such Engine was maintained in accordance with the requirements of this Leaseterms thereof) and the Lessee shall, at its own expense and at concurrently with such return, furnish the time the Airframe is returned shall fully comply with all the requirements of this Lease, including this Section 5, which are applicable to Engines. Upon return of the Aircraft, Lessee shall duly convey to Lessor good title to any such replacement engine, free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender; and, upon such conveyance and as a condition thereto, Lessee will (a) furnish Lessor with (i) a full warranty (as to title) xxxx of salesale guaranteed by Lessee, in form and substance reasonably satisfactory to Lessorthe Lessor and the Owner Participant, (ii) an Officer's Certificate as described in Section 7(e)(i)(F), and (iii) an opinion of counsel to the Lessee as described in Section 7(e)(ii), with respect to each such replacement engine, together with an opinion of counsel to the effect that such xxxx of sale has been duly authorized engine and delivered and is enforceable in accordance with its terms and that each such replacement engine is free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender, and (b) shall take such other action as required by Section 7(e) to cause such engine to be a Replacement Engine or as the Lessor may reasonably request in order that title to such replacement engine may shall be duly and properly vested titled in the Lessor free and clear of all Liens other than Lessor's Liens. Upon passage of title such engine shall be deemed to be an Engine for all purposes hereof and thereupon the Lessor will transfer to the same extent as Lessee, in "as-is, where is" condition, without recourse or warranty except a warranty against Lessor's Liens, all right, title and interest of the Engine replaced thereby. Upon compliance by Lessee with the foregoing, Lessor will, so long as no Lease Event of Default has occurred or any Affiliate in and is continuing, Transfer to Lessee any an Engine not installed on the Airframe at the time of returnthe return thereof and, free and clear if the Indenture has not been discharged, shall request that the Indenture Trustee release such Engine from the Lien of all Liens, including Lessor Liensthe Indenture.

Return of Other Engines. In the event that any engine not owned by Lessor and leased to Lessee hereunder shall be installed on the Airframe returned in accordance with Section 5.1, such engine shall be a Xxxxx & Xxxxxxx JT8D-9A engine (or an improved model engine fully compatible delivered with the other Engine or engine installed on the Airframereturned Airframe (a "Replacement Engine"). At the time of such replacement, such engine shall have performance and durability characteristics and a value, condition and utility at least equal to the Engine it replaced hereunder, assuming such Engine was maintained in accordance with the requirements of this Lease, and at the time the Airframe is returned shall fully comply with all the requirements of this Lease, including this Section 5, which are applicable to Engines. Upon return of the Aircraft, Lessee shall duly convey shall, concurrently with such delivery, at no cost to Lessor, furnish, or cause to be furnished, to Lessor good title to any such replacement engine, free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender; and, upon such conveyance and as a condition thereto, Lessee will (a) furnish Lessor with a full warranty (as to title) xxxx of salesale with respect to each such Replacement Engine, in form and substance reasonably satisfactory to Lessor, with respect to each such replacement engine, together with an opinion of counsel to the effect that such xxxx of sale has been duly authorized and delivered and is enforceable in accordance with its terms and that each such replacement engine is free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender, and (b) shall take such other action as Lessor may reasonably request in order that with respect to the transfer of title thereof to Lessor. Upon transfer of title to Lessor, such replacement engine may Replacement Engine shall be duly deemed to be an Engine for all purposes hereof and properly vested in thereupon Lessor will transfer to Lessee, without any representation, warranty or recourse of any kind whatsoever, express or implied, except a warranty as to the same extent as the Engine replaced thereby. Upon compliance by Lessee with the foregoingabsence of Lessor's Liens, Lessor willall of Lessor's right, so long as no Lease Event of Default has occurred title, and is continuing, Transfer interest in and to Lessee any Engine not installed on the such Airframe at the time of returnthe return thereof. A Replacement Engine shall be the same or improved make and model as the Engines and, free in any event, both engines on the returned Airframe shall be of the same make and clear model. Any engine returned shall meet the requirements set forth in Section 8.10, and shall be in the same or better condition and have the same or greater remaining value, utility and useful life as the replaced Engine, assuming that the replaced Engine was in such condition and repair and of all Liensthe value, including Lessor Liensutility and useful life as required by this Lease.

Return of Other Engines. In the event that any engine not owned by Lessor and leased to Lessee hereunder shall be installed on the Airframe returned in accordance with Section 5.1, such engine shall be a Xxxxx & Xxxxxxx JT8D-9A engine (or an improved model engine fully compatible delivered with the other Engine or engine installed on the Airframereturned Airframe (a "Replacement Engine"). At the time of such replacement, such engine shall have performance and durability characteristics and a value, condition and utility at least equal to the Engine it replaced hereunder, assuming such Engine was maintained in accordance with the requirements of this Lease, and at the time the Airframe is returned shall fully comply with all the requirements of this Lease, including this Section 5, which are applicable to Engines. Upon return of the Aircraft, Lessee shall duly convey shall, concurrently with such delivery, at no cost to Lessor, furnish, or cause to be furnished, to Lessor good title to any such replacement engine, free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender; and, upon such conveyance and as a condition thereto, Lessee will (a) furnish Lessor with a full warranty (as to title) xxxx of salesale with respect to each such Replacement Engine, in form and substance reasonably satisfactory to Lessor, with respect to each such replacement engine, together with an opinion of counsel to the effect that such xxxx of sale has been duly authorized and delivered and is enforceable in accordance with its terms and that each such replacement engine is free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender, and (b) shall take such other action as Lessor may reasonably request in order that with respect to the transfer of title thereof to Lessor. Upon transfer of title to Lessor, such replacement engine may Replacement Engine shall be duly deemed to be an Engine for all purposes hereof and properly vested in thereupon Lessor shall transfer to Lessee, without any representation, warranty or recourse of any kind whatsoever, express or implied, except a warranty as to the same extent as the Engine replaced thereby. Upon compliance by Lessee with the foregoingabsence of Lessor's Liens, Lessor willall of Lessor's right, so long as no Lease Event of Default has occurred title, and is continuing, Transfer interest in and to Lessee any Engine not installed on the such Airframe at the time of returnthe return thereof. A Replacement Engine shall be the same or improved make and model as the Engines and, free in any event, both engines on the returned Airframe shall be of the same make and clear model. Any engine returned shall meet the requirements set forth in Section 8.10, and shall be in the same or better condition and have the same or greater remaining value, utility and useful life as the replaced Engine, assuming that the replaced Engine was in such condition and repair and of all Liensthe value, including Lessor Liensutility and useful life required by this Lease.

Return of Other Engines. In the event that any engine not owned by the Lessor shall be installed on returned with the Airframe returned in accordance with Section 5.1Airframe, such engine shall satisfy the requirements for a Replacement Engine (and, in any event, the two engines returned shall be a Xxxxx & Xxxxxxx JT8D-9A engine (or an improved model engine fully compatible with of the same model), shall be free and clear of all Liens other Engine or engine installed on the Airframe). At the time of such replacement, such engine than Lessor's Liens and shall have performance and durability characteristics and a value, remaining useful life, utility and condition and utility at least equal to as great as the Engine it replaced hereunder, (assuming such Engine was maintained in accordance with the requirements of this Leaseterms hereof) and the Lessee shall, at its own expense and at concurrently with such return, furnish the time the Airframe is returned shall fully comply with all the requirements of this Lease, including this Section 5, which are applicable to Engines. Upon return of the Aircraft, Lessee shall duly convey to Lessor good title to any such replacement engine, free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender; and, upon such conveyance and as a condition thereto, Lessee will (a) furnish Lessor with (i) a full warranty (as to title) xxxx bill of salesale guaranteed by Lessee, in form and substance reasonably satisfactory xxxxsfactory to Lessorthe Lessor and the Owner Participant, (ii) an Officer's Certificate as described in Section 7(e)(i)(D), and (iii) an opinion of counsel to the Lessee as described in Section 7(e)(ii), with respect to each such replacement engine, together with an opinion of counsel to the effect that such xxxx of sale has been duly authorized engine and delivered and is enforceable in accordance with its terms and that each such replacement engine is free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender, and (b) shall take such other action as required by Section 7(e) to cause such engine to be a Replacement Engine or as the Lessor may reasonably request in order that title to such replacement engine may shall be duly and properly vested titled in the Lessor free and clear of all Liens other than Lessor's Liens. Upon passage of title such engine shall be deemed to be an Engine for all purposes hereof and thereupon the Lessor will transfer to the same extent as Lessee, in "as-is, where is" condition, without recourse or warranty except a warranty against Lessor's Liens, all right, title and interest of the Engine replaced thereby. Upon compliance by Lessee with the foregoing, Lessor will, so long as no Lease Event of Default has occurred or any Affiliate in and is continuing, Transfer to Lessee any an Engine not installed on the Airframe at the time of return, free and clear of all Liens, including Lessor Liensthe return thereof.

Return of Other Engines. In the event that any engine not owned by the Lessor shall be installed on returned with the Airframe returned in accordance with Section 5.1Airframe, such engine shall satisfy the requirements for a Replacement Engine (and, in any event, the two engines returned shall be a Xxxxx & Xxxxxxx JT8D-9A engine (or an improved model engine fully compatible with of the same model), shall be free and clear of all Liens other Engine or engine installed on the Airframe). At the time of such replacement, such engine than Lessor's Liens and any Permitted Security Interest and shall have performance and durability characteristics and a value, remaining useful life, utility and condition and utility at least equal to as great as the Engine it replaced hereunder, (assuming such Engine was maintained in accordance with the requirements of this Leaseterms hereof) and the Lessee shall, at its own expense and at concurrently with such return, furnish the time the Airframe is returned shall fully comply with all the requirements of this Lease, including this Section 5, which are applicable to Engines. Upon return of the Aircraft, Lessee shall duly convey to Lessor good title to any such replacement engine, free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender; and, upon such conveyance and as a condition thereto, Lessee will (a) furnish Lessor with (i) a full warranty (as to title) xxxx of salesale guaranteed by Lessee, in form and substance reasonably satisfactory to Lessorthe Lessor and the Owner Participant, (ii) an Officer's Certificate as described in Section 7(e)(i)(D), and (iii) an opinion of counsel to the Lessee as described in Section 7(e)(ii), with respect to each such replacement engine, together with an opinion of counsel to the effect that such xxxx of sale has been duly authorized engine and delivered and is enforceable in accordance with its terms and that each such replacement engine is free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender, and (b) shall take such other action as required by Section 7(e) to cause such engine to be a Replacement Engine or as the Lessor may reasonably request in order that title to such replacement engine may shall be duly and properly vested titled in the Lessor free and clear of all Liens other than Lessor's Liens and any Permitted Security Interest. Upon passage of title such engine shall be deemed to be an Engine for all purposes hereof and thereupon the Lessor will transfer to the same extent as Lessee, in "as-is, where is" condition, without recourse or warranty except a warranty against Lessor's Liens, all right, title and interest of the Engine replaced thereby. Upon compliance by Lessee with the foregoing, Lessor will, so long as no Lease Event of Default has occurred or any Affiliate in and is continuing, Transfer to Lessee any an Engine not installed on the Airframe at the time of return, free and clear of all Liens, including Lessor Liensthe return thereof.

Return of Other Engines. In the event that any engine not owned by the Lessor shall be installed on returned with the Airframe returned in accordance with Section 5.1Airframe, such engine shall satisfy the requirements for a Replacement Engine (and, in any event, the two engines returned shall be a Xxxxx & Xxxxxxx JT8D-9A engine (or an improved model engine fully compatible with of the same model), shall be free and clear of all Liens other Engine or engine installed on the Airframe). At the time of such replacement, such engine than Lessor's Liens and any Permitted Security Interest and shall have performance and durability characteristics and a value, remaining useful life, utility and condition and utility at least equal to as great as the Engine it replaced hereunder, (assuming such Engine was maintained in accordance with the requirements of this Leaseterms hereof) and the Lessee shall, at its own expense and at concurrently with such return, furnish the time the Airframe is returned shall fully comply with all the requirements of this Lease, including this Section 5, which are applicable to Engines. Upon return of the Aircraft, Lessee shall duly convey to Lessor good title to any such replacement engine, free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender; and, upon such conveyance and as a condition thereto, Lessee will (a) furnish Lessor with (i) a full warranty (as to title) xxxx bill of salesale guaranteed by Lessee, in form and substance reasonably satisfactory xxxxsfactory to Lessorthe Lessor and the Owner Participant, (ii) an Officer's Certificate as described in Section 7(e)(i)(D), and (iii) an opinion of counsel to the Lessee as described in Section 7(e)(ii), with respect to each such replacement engine, together with an opinion of counsel to the effect that such xxxx of sale has been duly authorized engine and delivered and is enforceable in accordance with its terms and that each such replacement engine is free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender, and (b) shall take such other action as required by Section 7(e) to cause such engine to be a Replacement Engine or as the Lessor may reasonably request in order that title to such replacement engine may shall be duly and properly vested titled in the Lessor free and clear of all Liens other than Lessor's Liens and any Permitted Security Interest. Upon passage of title such engine shall be deemed to be an Engine for all purposes hereof and thereupon the Lessor will transfer to the same extent as Lessee, in "as-is, where is" condition, without recourse or warranty except a warranty against Lessor's Liens, all right, title and interest of the Engine replaced thereby. Upon compliance by Lessee with the foregoing, Lessor will, so long as no Lease Event of Default has occurred or any Affiliate in and is continuing, Transfer to Lessee any an Engine not installed on the Airframe at the time of return, free and clear of all Liens, including Lessor Liensthe return thereof.

Return of Other Engines. In the event that any engine not owned by the Lessor shall be installed on returned with the Airframe returned in accordance with Section 5.1Airframe, such engine shall satisfy the requirements for a Replacement Engine, shall be a Xxxxx & Xxxxxxx JT8D-9A engine (or an improved model engine fully compatible with the free and clear of all Liens other Engine or engine installed on the Airframe). At the time of such replacement, such engine than Lessor's Liens and shall have performance and durability characteristics and a value, remaining useful life, utility and condition and utility at least equal to as great as the Engine it replaced hereunder, (assuming such Engine was maintained in accordance with the requirements of this Leaseterms thereof) and the Lessee shall, at its own expense and at concurrently with such return, furnish the time the Airframe is returned shall fully comply with all the requirements of this Lease, including this Section 5, which are applicable to Engines. Upon return of the Aircraft, Lessee shall duly convey to Lessor good title to any such replacement engine, free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender; and, upon such conveyance and as a condition thereto, Lessee will (a) furnish Lessor with (i) a full warranty (as to title) xxxx of salesale guaranteed by Lessee, in form and substance reasonably satisfactory to Lessorthe Lessor and the Owner Participant, (ii) an Officer's Certificate as described in Section 7(e)(i)(F), and (iii) an opinion of counsel to the Lessee as described in Section 7(e)(ii), with respect to each such replacement engine, together with an opinion of counsel to the effect that such xxxx of sale has been duly authorized engine and delivered and is enforceable in accordance with its terms and that each such replacement engine is free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender, and (b) shall take such other action as required by Section 7(e) to cause such engine to be a Replacement Engine or as the Lessor may reasonably request in order that title to such replacement engine may shall be duly and properly vested titled in the Lessor free and clear of all Liens other than Lessor's Liens. Upon passage of title such engine shall be deemed to be an Engine for all purposes hereof and thereupon the Lessor will transfer to the same extent as Lessee, without recourse or warranty except a warranty against Lessor's Liens, all right, title and interest of the Engine replaced thereby. Upon compliance by Lessee with the foregoing, Lessor will, so long as no Lease Event of Default has occurred or any Affiliate in and is continuing, Transfer to Lessee any an Engine not installed on the Airframe at the time of returnthe return thereof and, free and clear if the Indenture has not been discharged, shall exercise such rights as it has to cause such Engine to be released from the Lien of all Liens, including Lessor Liensthe Indenture.

Return of Other Engines. In the event that any engine not owned by the Lessor shall be installed on returned with the Airframe returned in accordance with Section 5.1Airframe, such engine shall satisfy the requirements for a Replacement Engine, shall be a Xxxxx & Xxxxxxx JT8D-9A engine (or an improved model engine fully compatible with the free and clear of all Liens other Engine or engine installed on the Airframe). At the time of such replacement, such engine than Lessor's Liens and shall have performance and durability characteristics and a value, remaining useful life, utility and condition and utility at least equal to as great as the Engine it replaced hereunder, (assuming such Engine was maintained in accordance with the requirements of this Leaseterms hereof) and the Lessee shall, at its own expense and at concurrently with such return, furnish the time the Airframe is returned shall fully comply with all the requirements of this Lease, including this Section 5, which are applicable to Engines. Upon return of the Aircraft, Lessee shall duly convey to Lessor good title to any such replacement engine, free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender; and, upon such conveyance and as a condition thereto, Lessee will (a) furnish Lessor with (i) a full warranty (as to title) xxxx of salesale guaranteed by Lessee, in form and substance reasonably satisfactory to the Lessor, (ii) an Officer's Certificate as described in Section 7(e)(i)(D), and (iii) an opinion of counsel to the Lessee as described in Section 7(e)(ii), with respect to each such replacement engine, together with an opinion of counsel to the effect that such xxxx of sale has been duly authorized engine and delivered and is enforceable in accordance with its terms and that each such replacement engine is free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender, and (b) shall take such other action as required by Section 7(e) to cause such engine to be a Replacement Engine or as the Lessor may reasonably request in order that title to such replacement engine may shall be duly and properly vested titled in the Lessor free and clear of all Liens other than Lessor's Liens. Upon passage of title such engine shall be deemed to be an Engine for all purposes hereof and thereupon the Lessor will transfer to the same extent as Lessee, in "as-is, where is" condition, without recourse or warranty except a warranty against Lessor's Liens, all right, title and interest of the Engine replaced thereby. Upon compliance by Lessee with the foregoing, Lessor will, so long as no Lease Event of Default has occurred or any Affiliate in and is continuing, Transfer to Lessee any an Engine not installed on the Airframe at the time of return, free and clear of all Liens, including Lessor Liensthe return thereof.

Return of Other Engines. In the event that any engine not owned by the Lessor shall be installed on returned with the Airframe returned in accordance with Section 5.1Airframe, such engine shall satisfy the requirements for a Replacement Engine, shall be a Xxxxx & Xxxxxxx JT8D-9A engine (or an improved model engine fully compatible with the free and clear of all Liens other Engine or engine installed on the Airframe). At the time of such replacement, such engine than Lessor's Liens and shall have performance and durability characteristics and a value, remaining useful life, utility and condition and utility at least equal to as great as the Engine it replaced hereunder, (assuming such Engine was maintained in accordance with the requirements of this Leaseterms hereof) and the Lessee shall, at its own expense and at concurrently with such return, furnish the time the Airframe is returned shall fully comply with all the requirements of this Lease, including this Section 5, which are applicable to Engines. Upon return of the Aircraft, Lessee shall duly convey to Lessor good title to any such replacement engine, free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender; and, upon such conveyance and as a condition thereto, Lessee will (a) furnish Lessor with (i) a full warranty (as to title) xxxx of salesale guaranteed by Lessee, in form and substance reasonably satisfactory to Lessorthe Lessor and the Owner Participant, (ii) an Officer's Certificate as described in Section 7(e)(i)(F), and (iii) an opinion of counsel to the Lessee as described in Section 7(e)(ii), with respect to each such replacement engine, together with an opinion of counsel to the effect that such xxxx of sale has been duly authorized engine and delivered and is enforceable in accordance with its terms and that each such replacement engine is free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender, and (b) shall take such other action as required by Section 7(e) to cause such engine to be a Replacement Engine or as the Lessor may reasonably request in order that title to such replacement engine may shall be duly and properly vested titled in the Lessor free and clear of all Liens other than Lessor's Liens. Upon passage of title such engine shall be deemed to be an Engine for all purposes hereof and thereupon the Lessor will transfer to the same extent as Lessee, in "as-is, where is" condition, without recourse or warranty except a warranty against Lessor's Liens, all right, title and interest of the Engine replaced thereby. Upon compliance by Lessee with the foregoing, Lessor will, so long as no Lease Event of Default has occurred or any Affiliate in and is continuing, Transfer to Lessee any an Engine not installed on the Airframe at the time of returnthe return thereof and, free and clear if the Indenture has not been discharged, shall request that the Indenture Trustee release such Engine from the Lien of all Liens, including Lessor Liensthe Indenture.

Return of Other Engines. In the event that any at the time the Aircraft is returned to Lessor pursuant to the terms of this Section 9 and an Engine fails to meet the return conditions for such Engine as set forth herein, Lessee may return installed on the Airframe a Rolls-Royce RB211-22B engine not owned by Lessor shall be installed on but meeting all of the Airframe returned standards set forth in accordance with this Section 5.1, 9; any such engine shall be a Xxxxx & Xxxxxxx JT8D-9A engine (or an improved model engine fully compatible with the other Engine or engine installed on the Airframe). At the time of such replacement, such engine shall have performance and durability characteristics and a value, condition and utility at least equal to the Engine it replaced hereunder, assuming such Engine was maintained in accordance with the requirements of this LeaseReplacement Engine, and Lessee shall, at the time the Airframe is returned shall fully comply its own expense and concurrently with all the requirements of this Leasesuch return, including this Section 5, which are applicable to Engines. Upon return of the Aircraft, Lessee shall duly convey to Lessor good title to any such replacement engine, free and clear of all Liens except Lessor Liens and Liens arising by, through or under Lender; and, upon such conveyance and as a condition thereto, Lessee will (a) furnish Lessor with a full warranty (as to title) xxxx of sale, in form and substance reasonably satisfactory to Lessor, with respect to each such replacement engine, together with an opinion of counsel Replacement Engine and shall take such other actions conveying title to the effect that such xxxx of sale has been duly authorized and delivered and is enforceable in accordance with its terms and that each such replacement engine is Replacement Engine to Lessor free and clear of all Liens except Lessor liens other than Lessor's Liens and Liens arising bysuch additional documents, through or under Lenderincluding an opinion of counsel acceptable to Lessor, and (b) take such other action as Lessor may reasonably request in order that title to such replacement engine may Replacement Engine shall be duly and properly vested in Lessor to Lessor. Any Replacement Engine shall, at the same extent time it replaces an Engine, have a fair market value at least as great as the Engine it replaces and no such Replacement Engine shall, prior to its installation on the Airframe and the return of the Aircraft to Lessor, have had any disk, module or other Part removed and replaced therebywith a disk, module or other part of lesser value than that it replaced. Upon compliance by Lessee with the foregoingpassage of title to Lessor such Replacement Engine shall be deemed to be an Engine for all purposes hereunder and thereupon Lessor shall transfer to Lessee, Lessor willwithout recourse or warranty except a warranty of title excluding Lessor's Liens, so long as no Lease Event all of Default has occurred Lessor's right, title and is continuing, Transfer interest in and to Lessee any Engine not installed on the Airframe at the time of return, free and clear of all Liens, including Lessor Liensthe return thereof to Lessor.