Common use of Subordination and Assignment Clause in Contracts

Subordination and Assignment. the Permitted Sub-Lease shall provide that the Permitted Sub-Lease is subject and subordinate to the Lease in all respects, that the rights of possession and use created thereunder will terminate immediately upon termination or cancellation of the Lease, and that the Permitted Sub-Lessee shall redeliver the Aircraft to Lessor upon notification of any such Lease termination or cancellation. Prior to delivery of the Aircraft to the Permitted Sub-Lessee, Lessee shall deliver to Lessor the chattel paper original of such Permitted Sub-Lease. The Permitted Sub-Lease shall be assigned, as security, to Lessor for Lessee’s obligations under the Lease, pursuant to an agreement reasonably acceptable to Lessor and Lessee (the “Sub-Lease Assignment”) (and, if applicable, Lessor’s interest in such Sub-Lease Assignment may be reassigned, as security, to Owner and/or the Financing Parties’ Representative); provided, that any such Sub-Lease Assignment shall require direct payment of rent under such Permitted Sub-Lease at any time when a Significant Default or an Event of Default shall have occurred and be continuing hereunder, but not otherwise;

Subordination and Assignment. the Permitted Sub-Lease shall provide that the Permitted Sub-Lease is subject and subordinate to the Lease in all respects, that the rights of possession and use created thereunder will terminate immediately upon termination or cancellation of the Lease, and that the Permitted Sub-Lessee shall redeliver the Aircraft Engine to Lessor upon notification of any such Lease termination or cancellation. Prior to delivery of the Aircraft Engine to the Permitted Sub-Lessee, Lessee shall deliver to Lessor the chattel paper original of such Permitted Sub-Lease. The Permitted Sub-Lease shall be assigned, as security, to Lessor for Lessee’s obligations under the Lease, pursuant to an agreement reasonably acceptable to Lessor and Lessee (the “Sub-Lease Assignment”) (and, if applicable, Lessor’s interest in such Sub-Lease Assignment may be reassigned, as security, to Owner and/or the Financing Parties’ Representative); provided, that any such Sub-Lease Assignment shall require direct payment of rent under such Permitted Sub-Lease at any time when a Significant Default or an Event of Default shall have occurred and be continuing hereunder, but not otherwise;

Subordination and Assignment. the Permitted Sub-Lease shall provide that (aa) the Permitted Sub-Sub- Lease is subject and subordinate to the Lease in all respects, that respects and the rights of possession and use created thereunder will terminate immediately upon termination or cancellation of the Lease, and that the Permitted Sub-Lessee shall redeliver under the Aircraft Permitted SubLease are subject and subordinate in all respects to the rights of Lessor upon notification of any such Lease termination or cancellation. Prior under the Lease; and (bb) prior to delivery of the Aircraft to the Permitted Sub-LesseeLessee (as a condition precedent thereof), Lessee shall deliver to Lessor the chattel paper original of such Permitted Sub-Lessee shall provide an acknowledgement to Lessor and Owner in a form reasonably satisfactory to Lessor, confirming its agreement to this provision and confirming that, except to the extent, if any, that it receives a quiet enjoyment letter from Lessor pursuant to Section 8A(b)(v) below, its rights to possession of the Aircraft under the Permitted Sub-Lease will terminate immediately upon the termination of the Lease, and that it will redeliver the Aircraft to Lessor, upon notification from Lessor that an Event of Default has occurred and that it has, as a result thereof, terminated Xxxxxx's right to possession of the Aircraft under the Lease (the "SUBORDINATION ACKNOWLEDGEMENT"). The Permitted Sub-Lease shall be assigned, as security, to Lessor for Lessee’s 's obligations under the Lease, pursuant to an agreement reasonably acceptable to Lessor and Lessee (the “Sub"SUB-Lease Assignment”LEASE ASSIGNMENT") (and, if applicable, Lessor’s 's interest in such Sub-Lease Assignment may be reassigned, as security, to to, Owner and/or the Financing Parties’ ' Representative); provided, that any such Sub-Lease Assignment shall require direct payment of rent under such Permitted Sub-Lease at any time when a Significant Default or an Event of Default shall have occurred and be continuing hereunder, but not otherwise;(v)

Subordination and Assignment. the Permitted Sub-Lease shall provide that (aa) the Permitted Sub-Sub- Lease is subject and subordinate to the Lease in all respects, that respects and the rights of possession and use created thereunder will terminate immediately upon termination or cancellation of the Lease, and that the Permitted Sub-Lessee shall redeliver under the Aircraft Permitted SubLease are subject and subordinate in all respects to the rights of Lessor upon notification of any such Lease termination or cancellation. Prior under the Lease; and (bb) prior to delivery of the Aircraft to the Permitted Sub-LesseeLessee (as a condition precedent thereof), Lessee shall deliver to Lessor the chattel paper original of such Permitted Sub-Lessee shall provide an acknowledgement to Lessor and Owner in a form reasonably satisfactory to Lessor, confirming its agreement to this provision and confirming that, except to the extent, if any, that it receives a quiet enjoyment letter from Lessor pursuant to Section 8A(b)(v) below, its rights to possession of the Aircraft under the Permitted Sub-Lease will terminate immediately upon the termination of the Lease, and that it will redeliver the Aircraft to Lessor, upon notification from Lessor that an Event of Default has occurred and that it has, as a result thereof, terminated Lessee's right to possession of the Aircraft under the Lease (the "SUBORDINATION ACKNOWLEDGEMENT"). The Permitted Sub-Lease shall be assigned, as security, to Lessor for Lessee’s 's obligations under the Lease, pursuant to an agreement reasonably acceptable to Lessor and Lessee (the “Sub"SUB-Lease Assignment”LEASE ASSIGNMENT") (and, if applicable, Lessor’s 's interest in such Sub-Lease Assignment may be reassigned, as security, to to, Owner and/or the Financing Parties’ ' Representative); provided, that any such Sub-Lease Assignment shall require direct payment of rent under such Permitted Sub-Lease at any time when a Significant Default or an Event of Default shall have occurred and be continuing hereunder, but not otherwise;

Subordination and Assignment. the Permitted Sub-Lease shall provide that (aa) the Permitted Sub-Sub- Lease is subject and subordinate to the Lease in all respects, that respects and the rights of possession and use created thereunder will terminate immediately upon termination or cancellation of the Lease, and that the Permitted Sub-Lessee shall redeliver under the Aircraft Permitted Sub-Lease are subject and subordinate in all respects to the rights of Lessor upon notification of any such Lease termination or cancellation. Prior under the Lease; and (bb) prior to delivery of the Aircraft to the Permitted Sub-LesseeLessee (as a condition precedent thereof), Lessee shall deliver to Lessor the chattel paper original of such Permitted Sub-Lessee shall provide an acknowledgement to Lessor and Owner in a form reasonably satisfactory to Lessor, confirming its agreement to this provision and confirming that, except to the extent, if any, that it receives a quiet enjoyment letter from Lessor pursuant to Section 8.4(b)(v) below, its rights to possession of the Aircraft under the Permitted Sub-Lease will terminate immediately upon the termination of the Lease, and that it will redeliver the Aircraft to Lessor, upon notification from Lessor that an Event of Default has occurred and that it has, as a result thereof, terminated Lessee's right to possession of the Aircraft under the Lease (the "SUBORDINATION ACKNOWLEDGEMENT"). The Permitted Sub-Lease shall be assigned, as security, to Lessor for Lessee’s 's obligations under the Lease, pursuant to an agreement reasonably acceptable to Lessor and Lessee (the “Sub"SUB-Lease Assignment”LEASE ASSIGNMENT") (and, if applicable, Lessor’s 's interest in such Sub-Lease Assignment may be reassigned, as security, to Owner and/or the Financing Parties’ ' Representative); provided, that any such Sub-Lease Assignment shall require direct payment of rent under such Permitted Sub-Lease at any time when a Significant Default or an Event of Default shall have occurred and be continuing hereunder, but not otherwise;

Subordination and Assignment. the Permitted Sub-Lease shall provide that (aa) the Permitted Sub-Lease is subject and subordinate to the Lease in all respects, that respects and the rights of possession and use created thereunder will terminate immediately upon termination or cancellation of the Lease, and that the Permitted Sub-Lessee shall redeliver under the Aircraft Permitted Sub-Lease are subject and subordinate in all respects to the rights of Lessor upon notification of any such Lease termination or cancellation. Prior under the Lease; and (bb) prior to delivery of the Aircraft to the Permitted Sub-LesseeLessee (as a condition precedent thereof), Lessee shall deliver to Lessor the chattel paper original of such Permitted Sub-Lessee shall provide an acknowledgement to Lessor and Owner in a form reasonably satisfactory to Lessor, confirming its agreement to this provision and confirming that, except to the extent, if any, that it receives a quiet enjoyment letter from Lessor pursuant to Section 8.4(b)(v) below, its rights to possession of the Aircraft under the Permitted Sub-Lease will terminate immediately upon the termination of the Lease, and that it will redeliver the Aircraft to Lessor, upon notification from Lessor that an Event of Default has occurred and that it has, as a result thereof, terminated Lessee's right to possession of the Aircraft under the Lease (the "SUBORDINATION ACKNOWLEDGEMENT"). The Permitted Sub-Lease shall be assigned, as security, to Lessor for Lessee’s 's obligations under the Lease, pursuant to an agreement reasonably acceptable to Lessor and Lessee (the “Sub"SUB-Lease Assignment”LEASE ASSIGNMENT") (and, if applicable, Lessor’s 's interest in such Sub-Lease Assignment may be reassigned, as security, to Owner and/or the Financing Parties’ ' Representative); provided, that any such Sub-Lease Assignment shall require direct payment of rent under such Permitted Sub-Lease at any time when a Significant Default or an Event of Default shall have occurred and be continuing hereunder, but not otherwise;

Subordination and Assignment. the Permitted Sub-Lease shall provide that (aa) the Permitted Sub-Lease is subject and subordinate to the Lease in all respects, that respects and the rights of possession and use created thereunder will terminate immediately upon termination or cancellation of the Lease, and that the Permitted Sub-Lessee shall redeliver under the Aircraft Permitted Sub-Lease are subject and subordinate in all respects to the rights of Lessor upon notification of any such Lease termination or cancellation. Prior under the Lease; and (bb) prior to delivery of the Aircraft to the Permitted Sub-LesseeLessee (as a condition precedent thereof), Lessee shall deliver to Lessor the chattel paper original of such Permitted Sub-Lessee shall provide an acknowledgement to Lessor and Owner in a form reasonably satisfactory to Lessor, confirming its agreement to this provision and confirming that its rights to possession of the Aircraft under the Permitted Sub-Lease will terminate immediately upon the termination of the Lease, and that it will redeliver the Aircraft to Lessor, upon notification from Lessor that an Event of Default has occurred and that it has, as a result thereof, terminated Lessee's right to possession of the Aircraft under the Lease (the "Subordination Acknowledgement"). The Permitted Sub-Lease shall be assigned, as security, to Lessor for Lessee’s 's obligations under the Lease, pursuant to an agreement reasonably acceptable to Lessor and Lessee (the “"Sub-Lease Assignment”") (and, if applicable, Lessor’s 's interest in such Sub-Lease Assignment may be reassigned, as security, to Owner and/or the Financing Parties’ ' Representative); provided, that any such Sub-Lease Assignment shall require direct payment of rent under such Permitted Sub-Lease at any time when a Significant Default or an Event of Default shall have occurred and be continuing hereunder, but not otherwise;

Subordination and Assignment. the Permitted Sub-Lease shall provide that (aa) the Permitted Sub-Lease is subject and subordinate to the Lease in all respects, that respects and the rights of possession and use created thereunder will terminate immediately upon termination or cancellation of the Lease, and that the Permitted Sub-Lessee shall redeliver under the Aircraft Permitted Sub Lease are subject and subordinate in all respects to the rights of Lessor upon notification of any such Lease termination or cancellation. Prior under the Lease; and (bb) prior to delivery of the Aircraft to the Permitted Sub-LesseeLessee (as a condition precedent thereof), Lessee shall deliver to Lessor the chattel paper original of such Permitted Sub-Lessee shall provide an acknowledgement to Lessor and Owner in a form reasonably satisfactory to Lessor, confirming its agreement to this provision and confirming that, except to the extent, if any, that it receives a quiet enjoyment letter from Lessor pursuant to Section 8.4(b)(v) below, its rights to possession of the Aircraft under the Permitted Sub-Lease will terminate immediately upon the termination of the Lease, and that it will redeliver the Aircraft to Lessor, upon notification from Lessor that an Event of Default has occurred and that it has, as a result thereof, terminated Lessee's right to possession of the Aircraft under the Lease (the "SUBORDINATION ACKNOWLEDGEMENT"). The Permitted Sub-Lease shall be assigned, as security, to Lessor for Lessee’s 's obligations under the Lease, pursuant to an agreement reasonably acceptable to Lessor and Lessee (the “Sub"SUB-Lease Assignment”LEASE ASSIGNMENT") (and, if applicable, Lessor’s 's interest in such Sub-Lease Assignment may be reassigned, as security, to Owner and/or the Financing Parties’ ' Representative); provided, that any such Sub-Lease Assignment shall require direct payment of rent under such Permitted Sub-Lease at any time when a Significant Default or an Event of Default shall have occurred and be continuing hereunder, but not otherwise;