Exhibit 10.15(a)
LEASE SUPPLEMENT N0. 1
THIS LEASE SUPPLEMENT NO.1, dated as of AUG 25, 1998, between XxXxxxxxx
Xxxxxxx Finance Corporation ("Lessor") and ________ Chautauqua Airlines, Inc.
("Lessee");
W I T N E S S E T H
WHEREAS, Lessor and Lessee have heretofore entered into that certain Lease
Agreement dated as of August 1, 1988 (herein called the "Lease" and the terms
defined therein being herein used with the same meaning), which Lease provides
for the execution and delivery from time to time of Lease Supplements each
substantially in the form hereof for the purpose of leasing the Aircraft under
the Lease as and when delivered by the Lessor to the Lessee in accordance with
the terms thereof;
NOW, THEREFORE, in consideration of the premises and other good and
sufficient consideration, and pursuant to Article 2 of the Lease, the Lessor and
the Lessee hereby agree as follows:
1. The Lessor hereby delivers and leases to the Lessee, and the Lessee
hereby accepts and leases from the Lessor, under the Lease Agreement, as
herein supplemented, the following:
(i) Airframe: Saab Scania AB, Saab SF340A, FAA Registration N125CH,
manufacturer's serial no, 340A-125.
(ii) Engines: General Electric model CT7--5A2, manufacturer's serial nos.
GE-E-367421K and GE-E-367422K (each of which engines has 750 or more rated
takeoff horsepower);
(iii) Propellers: Xxxxx Rotol model (c)R354/4-123-F/13, manufacturer's
serial nos. URG/2023/88 and DRG/4407/88 (each of which Propellers is
capable of absorbing 750 or more rated takeoff shaft horsepower); and
(iv) Such other further and additional equipment as may be specified in
any attached invoices.
All the foregoing is hereinafter referred to as the "Delivered Equipment."
1
manufacturer's serial numbers DRG/5453/88 and DRG/5454/88 (the
"Propellers"), to which were attached the Purchase Option Agreement
dated September 29, 1988 (the "option Agreement") between the Lessor
as grantor and the Lessee as grantee and the Assignment of Lease
Agreement dated as of August 25, 1988 (the "Lease Assignment") between
the Lessee as assignor and Manufacturers Hanover Trust Company of
California, as Trustee (the "Trustee") under the Second Amended and
Restated Trust Agreement dated as of June 25, 1987 (the "Trust
Agreement"), were recorded as Conveyance No. D93469; and
(c) Lease Supplement No. 2 dated as of September 29, 1988 (the "Sublease
Supplement") between the Trustee as sublessor and Chautauqua Airlines,
Inc. as sublessee (the "Sublease"), which supplemented the Lease
Agreement dated as of August 15, 1988 (the "Sublease") between the
Lessee as sublessor and the Sublessee to cover the Aircraft, the
Engines and the Propellers, which was assigned by the Lessee to the
Trustee pursuant to the Assignment and Assumption of Lease Agreement
dated as of August 25, 1988 (the "Sublease Assignment"), was recorded
as Conveyance No. D93470.
Subsequent to the recordations mentioned above, we examined the records
maintained by the FAA for the Aircraft and what were represented to us by FAA
personnel as being all of the encumbrance cross-reference index cards in
existence for the Engines and the Propellers. Based upon such examination, it is
our opinion that:
(a) the retained legal title to the Aircraft is vested in the Lessor, with
a Certificate of Aircraft Registration duly issued to the Trustee
pursuant to and in accordance with the provisions of the Federal
Aviation Act of 1958, as amended (the "Act");
(b) the Aircraft, the Engines and the Propellers are free and clear of any
Liens (as such term is defined in the Lease) except such as are
created by the Lease, as supplemented by the option Agreement and as
assigned by the Lease Assignment, and the Sublease, as assigned by the
Sublease Assignment and as supplemented by the Sublease Supplement;
and
(c) the FAA Xxxx of Sale, the Lease with the Option Agreement and the
Lease Assignment attached and the Sublease supplement have been duly
recorded by the FAA pursuant to and in accordance with the provisions
of the Act.
This opinion is subject to the same limitations and exceptions as were
set forth in the last paragraph of our opinion letter to you dated September 29,
1988, covering the Aircraft, the Engines and the Propellers.
Very truly yours,
/s/ Xxxxxxx X. Xxxxxx XX
XXXXXXX X. XXXXXX XX
For the Firm
PGG:RDJ:kh/130015
370PGG88
