Common use of UTILISATION NOTICES Clause in Contracts

UTILISATION NOTICES. 3.1.1 In order to effect a Utilisation under this Agreement, the relevant Export Lessee must submit a notice to the Agent substantially in the form set out in Schedule 3 identifying: (a) the proposed Utilisation Date, which shall be a Banking Day within the Availability Period (i) in the case of the first and second Utilisations under the Facility, as GFC and the Agent may agree and (ii) in the case of all other Utilisations (other than an Alternative Utilisation) under the Facility not less than ten (10) Business Days (or such shorter period as the Agent acting on the instructions of the National Agents, in any particular case, may agree) after the date of service of such notice; (b) the amount and currency of the proposed Advance; (c) the relevant Eligible Aircraft (including its manufacturer's serial number, the proposed registration ▇▇▇▇ (if then known) and the type and serial numbers (if then known) of the Engines to be installed); (d) if known, the identity of the proposed Lessee of the Aircraft and the jurisdiction in which the Aircraft shall be registered and the principal place of business of the Lessee; (e) the Aircraft Purchase Price; (f) the structure of the proposed Utilisation and the identity of each Obligor to be involved in such Utilisation; and (g) in the case of a Refinanced Aircraft, the Delivery Date, and having attached thereto a Certified Copy of the latest draft (if any) or, if the same is then available, a Certified Copy of the executed version of the proposed Lease. Once served, subject to Clause 3.1.6, a Utilisation Notice is irrevocable. 3.1.2 The Agent shall only be obliged to accept a Utilisation Notice and the Lenders shall only be obliged to make the Advance the subject of a Utilisation Notice: (a) if no Relevant Event, Termination Event or Utilisation Block Event has occurred which is continuing and no such event would result from the drawdown of the relevant Advance; (b) if the proposed date for the making of such Advance is a Banking Day which is within the Availability Period; (c) if the Advance requested therein is equal to or less than eighty five per cent. (85%) of the Aircraft Purchase Price of the relevant Eligible Aircraft; (d) if the proposed aggregate amount of such Advance is less than or equal to the aggregate of the Total Commitments at the time; (e) if any requisite approvals of the competent authorities of the French Republic, the Federal Republic of Germany and the United Kingdom shall have been obtained in respect of this Aircraft which is the subject of such Utilisation Notice and that COFACE, HERMES and ECGD shall have indicated that they are willing to give guarantees, insurances or other applicable support (subject to satisfaction of the relevant conditions precedent) in terms satisfactory to the British National Agent, the French National Agent and the German National Agent respectively on the relevant Utilisation Date. (f) in respect of any Eligible Aircraft, if the delivery of such Eligible Aircraft to the intended Lessee or Sub-Lessee would not cause the relevant Export Lessee to breach Clause 7.2 (LEASING AND INSURANCE COVENANTS OF EXPORT LESSEES); and (g) if the Eligible Aircraft which the relevant Export Lessee proposes to be the subject of the relevant Utilisation will not be registered in a Prohibited Country, or the jurisdiction of the principal place of business of the intended Lessee will not be a Prohibited Country, or the jurisdiction of the principal place of business of the intended Lessee will not be the United States of America.

UTILISATION NOTICES. 3.1.1 In order to effect a Utilisation under this Agreement, Agreement the relevant Export Lessee must submit Borrower shall serve a notice to Utilisation Notice upon the Agent substantially in the form set out in Schedule 3 Agent; (A) identifying: (ai) the proposed Utilisation Date, Date which shall be a Banking Business Day within the Availability Period (i) in the case of the first and second Utilisations under the Facility, as GFC and the Agent may agree and (ii) in the case of all other Utilisations (other than an Alternative Utilisation) under the Facility not less than ten five (105) Business Days (or such shorter period as the Agent acting on the instructions of the National AgentsMajority Lenders, in any particular case, may agree) after the date of service of such noticenotice PROVIDED that if a Sub-Borrower and/or an Intermediate Lessee is to be used in the structure for such Utilisation, the proposed Utilisation Notice shall be served upon the Agent at least twenty (20) Business Days prior to the proposed Utilisation Date unless (i) the proposed Sub-Borrower or Intermediate Lessee shall be established in a Regular Jurisdiction in which case the proposed Utilisation Notice shall be served upon the Agent at least ten (10) Business Days prior to the proposed Utilisation Date, or (ii) the proposed Sub-Borrower or Intermediate Lessee has already acceded to this Agreement prior to the date of the Utilisation Notice, in which case the Utilisation Notice shall be served on the Agent not less than five (5) Business Days prior to the proposed Utilisation Date; (bii) the amount and currency of the proposed Advance; (ciii) the relevant Eligible Aircraft (including its manufacturer's serial number, the proposed registration ▇mark ▇▇▇ (if then known) and the type and serial numbers (if then known) of the Engines to be installed); (div) if known, the identity of the proposed Lessee of the Aircraft and the jurisdiction in which the Aircraft shall be registered and the principal place of business of the Lessee; (ev) subject to Clause 3.1.3, whether a Sub-Borrower and/or an Intermediate Lessee (as the case may be) will be in the structure and whether such Sub-Borrower or Intermediate Lessee will be established in a Regular Jurisdiction or an Irregular Jurisdiction. If a Sub-Borrower and/or an Intermediate Lessee (as the case may be) is required, the Borrower shall provide such details as it is then possible for the Borrower to provide as to the identity and jurisdiction of incorporation of such Sub-Borrower and/or an Intermediate Lessee (as the case may be), and shall request the consent of the Lead Managers and the Borrower thereto in accordance with Clause 3.3.1 (Sub-Borrowers/Intermediate Lessees) if such Sub-Borrower or Intermediate Lessee is to be established in an Irregular Jurisdiction; (vi) the Aircraft Purchase Price; (fvii) the structure total amount of the proposed Utilisation Loan; and the identity of each Obligor to be involved in such Utilisation; and (g) in the case of a Refinanced Aircraft, the Delivery Date, and having attached thereto a Certified Copy certified copy of the latest draft (if any) (or, if the same is then available, a Certified Copy certified copy of the executed version version) of the proposed Lease. Once served, subject to Clause 3.1.6, a A Utilisation Notice shall become irrevocable if not revoked on or before the fifth (5th) Business Day prior to the proposed Utilisation Date; and (B) certifying (by the signature of an officer or a director of the Borrower) in the case of any Utilisation after the first Utilisation that: (i) the board minutes of the Borrower and any other relevant Obligor which have previously been the subject of a Master Opinion in respect of a previous Utilisation each remain in effect for the relevant Utilisation or are each in the same form as board minutes which have previously been the subject of a Master Opinion; (ii) the resolutions contained in the minutes referred to in Clause 3.1.1(B)(i) were duly passed in accordance with the Borrower Constitutional Documents or, as the case may be, the constitutional documents of each other relevant Obligor and such resolutions will remain in full force and effect as of the relevant Utilisation Date and any later date on which any Aircraft Security Document is irrevocableto be entered into in connection with such Utilisation; and (iii) the Transaction Documents in respect of such Utilisation will be signed by one of the officers or directors or attorneys in fact of the Borrower and of each other relevant Obligor as was authorised to sign the Transaction Documents in respect of a previous Utilisation which are the subject of a Master Opinion and the appointments of such officers or directors or attorneys in fact or his or her authority to sign the Transaction Documents in respect of the relevant Utilisation on behalf of the Borrower or any other relevant Obligor has not been or will not be terminated or restricted prior to the due execution of all the Transaction Documents in respect of the relevant Utilisation to which the Borrower or, as the case may be, such other Obligor is or is to be party. 3.1.2 The Agent shall only be obliged to accept Borrower may not issue a Utilisation Notice and the Lenders shall only be obliged to make the Advance the subject of a Utilisation Notice:Notice:- (a) if no a Relevant Event, Termination Event or Utilisation Block Termination Event has occurred which and is continuing and no such event or would result from the drawdown of the relevant Advance; (b) if the proposed date for the making of such Advance is a Banking Day which is within the Availability Period; (c) if the Advance requested therein is equal to or less than eighty five per cent. (85%) of the Aircraft Purchase Price of the relevant Eligible Aircraft; (d) if the proposed aggregate amount of such Advance is less than or equal to the aggregate of the Total Commitments at the time; (e) if any requisite approvals of the competent authorities of the French Republic, the Federal Republic of Germany and the United Kingdom shall have been obtained in respect of this Aircraft which is the subject of such Utilisation Notice and that COFACE, HERMES and ECGD shall have indicated that they are willing to give guarantees, insurances or other applicable support (subject to satisfaction of the relevant conditions precedent) in terms satisfactory to the British National Agent, the French National Agent and the German National Agent respectively on the relevant Utilisation Date. (f) in respect of any Eligible Aircraft, Aircraft if the delivery of such Eligible Aircraft to the intended Lessee or Sub-Lessee would not cause the relevant Export Lessee Borrower to breach Clause 7.2 (LEASING AND INSURANCE COVENANTS OF EXPORT LESSEES); and (g) if the Eligible Aircraft which the relevant Export Lessee proposes to be the subject of the relevant Utilisation will not be registered in a Prohibited Country, or the jurisdiction of the principal place of business of the intended Lessee will not be a Prohibited Country, or the jurisdiction of the principal place of business of the intended Lessee will not be the United States of America7.