Common use of Action Upon Instructions Clause in Contracts

Action Upon Instructions. Subject to the terms of Sections 5.1 and 5.3, upon the written instructions at any time and from time to time of Owner Participant, Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, as may be specified in such instructions: (a) give such notice or direction or exercise such right, remedy or power under this Trust Agreement or any of the other Owner Trustee Agreements or in respect of all or any part of the Trust Estate, or take such other action, as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10); (b) take such action to preserve or protect the Trust Estate (including the discharge of Liens) as may be specified in such instructions; (c) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements to be satisfactory to Owner Trustee, it being understood that without written instructions of Owner Participant, Owner Trustee shall not approve any such matter as satisfactory to it; (d) subject to the rights of Lessee under the Operative Agreements, after the expiration or earlier termination of the Lease, convey all of Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms as shall be designated in such instructions; and (e) take or refrain from taking such other action or actions as may be specified in such instructions.

Action Upon Instructions. Subject to the terms of Sections 5.1 5.01 and 5.35.03 hereof, upon the written instructions at any time and from time to time of the Owner Participant, the Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, as may be specified in such instructions: (ai) give such notice or direction or exercise such right, remedy or power hereunder or under this Trust Agreement or any of the other Operative Documents to which the Owner Trustee Agreements is a party or in respect of all or any part of the Trust Estate, or take such other action, Estate as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10referred to in clause (i) of the definition of "Subsequent Owner Participant"); (bii) take such action to preserve or protect the Trust Estate (including the discharge of Liens) as may be specified in such instructions; (ciii) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements Documents to be satisfactory to the Owner Trustee, it being understood that without written instructions of the Owner Participant, the Owner Trustee shall not approve any such matter as satisfactory to itit (it being understood that the provisions of Sections 3.03, 3.04 and 3.06 hereof do not constitute instructions by the Owner Participant for the Owner Trustee to approve of or consent to the matters to be approved of or consented to by the Owner Trustee in the sections of the Lease referred to in Sections 3.03, 3.04 or 3.06 hereof); and (div) subject to the rights of Lessee under the Operative AgreementsDocuments, after the expiration or earlier termination of the Lease, deliver the Aircraft to the Owner Participant in accordance with such instructions, convey all of the Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, net lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms and to such lessee or lessees as shall be designated in such instructions; and (e) take or refrain from taking such other action or actions as may be specified in such instructions.

Action Upon Instructions. Subject to the terms of Sections 5.1 5.01 and 5.35.03 hereof and to the terms of the other Operative Agreements, upon the written instructions at any time and from time to time of the Owner Participant, the Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, as may be specified in such instructions: (ai) give such notice or direction or exercise such right, remedy or power hereunder or take such other actions under this Trust Agreement or any of the other Operative Agreements to which the Owner Trustee Agreements is a party or in respect of all or any part of the Trust Estate, or take such other action, Estate as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10)instructions; (bii) take such action to preserve or protect the Trust Estate (including the discharge of Liens) as may be specified in such instructions; (ciii) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements to be satisfactory to the Owner Trustee, it being understood that without written instructions of the Owner Participant, the Owner Trustee shall not approve any such matter as satisfactory to it; (div) subject to the rights of Lessee under the Operative Agreements, after the expiration or earlier termination of the Lease, convey all of the Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, net lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft to such lessee or lessees and on such terms as shall be designated in such instructions or deliver the Aircraft to the Owner Participant in accordance with such instructions; and (ev) take or refrain from taking such other action or actions as may be specified in such instructionsis requested by the Owner Participant, which action is not inconsistent with the terms of the Operative Agreements.

Action Upon Instructions. Subject in all respects to the terms of Sections 5.1 5.01, 5.03 and 5.35.06 and Article XII and to the terms of the other Operative Documents, upon the written instructions at any time and from time to time of Owner Participant, Owner Trustee will take such of the following actions, actions not inconsistent with the provisions of the Lease and the Trust IndentureParticipation Agreement, as may be specified in such instructions: (a) give such notice or direction or exercise such right, remedy or power hereunder or under this Trust Agreement or any of the other Owner Trustee Agreements Operative Document, or in respect of all or any part of the Trust Estate, or take such other action, as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10)instructions; (b) take such action to preserve or protect the Trust Estate (including the discharge of any Liens) as may be specified in such instructions; (c) approve as satisfactory to it all matters required by the terms of the Lease or and the other Operative Agreements Documents to be satisfactory to Owner Trustee, it being understood that that, without written instructions of Owner Participant, Owner Trustee shall not approve any such matter as satisfactory to it; (d) subject to the rights rights, if any, of Lessee under the Operative AgreementsDocuments, after the expiration or earlier termination of the Lease, convey all of Owner Trustee's ’s right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms as shall be set forth in such instructions or deliver the Aircraft to the Person designated in such instructions in accordance with such instructions; and (e) take or refrain from taking such other action or actions as may be specified in such instructions. In the event that Owner Trustee is unsure of the application of any provision of this Trust Agreement or any other Operative Document, Owner Trustee may request and rely upon instructions of Owner Participant.

Action Upon Instructions. Subject in all respects to the terms of Sections 5.1 5.01 and 5.35.03 and to the terms of the other Operative Agreements, upon the written instructions at any time and from time to time of the Owner Participant, the Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, actions as may be specified in such instructions: (ai) give such notice or direction or exercise such right, remedy or power hereunder or under this Trust Agreement or any of the other Operative Agreements to which the Owner Trustee Agreements is a party, or in respect of all or any part of the Trust Estate, or take such other action, as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10)instructions; (bii) take such action to preserve or protect the Trust Estate (including the discharge of Liensany Liens or encumbrances) as may be specified in such instructions; (ciii) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements to be satisfactory to the Owner Trustee, it being understood that without written instructions of the Owner Participant, the Owner Trustee shall not approve any such matter as satisfactory to it; (div) subject to the rights of Lessee under the Operative Agreements, after the expiration or earlier termination of the Lease, convey all of the Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms as shall be designated set forth in such instructions or deliver the Aircraft to the Owner Participant in accordance with such instructions; and (ev) take or refrain from taking such other action or actions as may be specified in such instructions. In the event that the Owner Trustee is unsure of the application of any provision of this Trust Agreement or any other agreement relating to the transactions contemplated hereby, the Owner Trustee may request and rely upon instructions of the Owner Participant.

Action Upon Instructions. Subject to the terms of Sections 5.1 5.01 and 5.35.03 hereof, upon the written instructions at any time and from time to time of the Owner Participant, the Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, as may be specified in such instructions: (ai) give such notice or direction or exercise such right, remedy or power hereunder or under this Trust Agreement or any of the other Operative Documents to which the Owner Trustee Agreements is a party or in respect of all or any part of the Trust Estate, or take such other action, Estate as shall be specified in such instructions (including entering into such agreements referred to in clause (i) of Section 8.01 hereof and instruments as shall be necessary under in clause (U) of Section 107(j) of the Participation Agreement); (bii) take such action to preserve or protect the Trust Estate (including the discharge of Liens) as may be specified in such instructions; (ciii) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements Documents to be satisfactory to the Owner Trustee, it being understood that without written instructions of the Owner Participant, the Owner Trustee shall not approve any such matter as satisfactory to itit (it being understood that the provisions of Sections 3.03, 3.04 and 3.06 hereof do not constitute instructions by the Owner Participant for the Owner Trustee to approve of or consent to the matters to be approved of or consented to by the Owner Trustee in the sections of the Lease referred to in Sections 3.03, 3.04 or 3.06 hereof); and (div) subject to the rights of Lessee under the Operative AgreementsDocuments, after the expiration or earlier termination of the Lease, deliver the Aircraft to the Owner Participant in accordance with such instructions, convey all of the Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, net lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms and to such lessee or lessees as shall be designated in such instructions; and (e) take or refrain from taking such other action or actions as may be specified in such instructions.

Action Upon Instructions. Subject in all respects to the ------------------------ terms of Sections 5.01 and 5.03 and to the terms of Sections 5.1 and 5.3the other Operative Agreements, upon the written instructions at any time and from time to time of the Owner Participant, the Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, actions as may be specified in such instructions: (ai) give such notice or direction or exercise such right, remedy or power hereunder or under this Trust Agreement or any of the other Operative Agreements to which the Owner Trustee Agreements is a party, or in respect of all or any part of the Trust Estate, or take such other action, as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10)instructions; (bii) take such action to preserve or protect the Trust Estate (including the discharge of Liensany Liens or encumbrances) as may be specified in such instructions; (ciii) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements to be satisfactory to the Owner Trustee, it being understood that without written instructions of the Owner Participant, the Owner Trustee shall not approve any such matter as satisfactory to it; (div) subject to the rights of Lessee under the Operative Agreements, after the expiration or earlier termination of the Lease, convey all of the Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms as shall be designated set forth in such instructions or deliver the Aircraft to the Owner Participant in accordance with such instructions; and (ev) take or refrain from taking such other action or actions as may be specified in such instructions. In the event that the Owner Trustee is unsure of the application of any provision of this Trust Agreement or any other agreement relating to the transactions contemplated hereby, the Owner Trustee may request and rely upon instructions of the Owner Participant.

Action Upon Instructions. Subject to the terms provisions of Sections 5.1 Section 4.3 and 5.3the last two sentences of this Section 4.2, upon the written instructions at any time and from form time to time of Owner Participantthe Owner, Owner the Business Trustee will shall take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, actions as may be specified in such instructions: (ai) give such notice or direction or exercise such right, remedy or power hereunder or under this any Operative Document to which the Trust Agreement or any of the other Owner Trustee Agreements is a party, or in respect of all or any part of the Trust Estate, or take such other action, as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10)instructions; (bii) take such action to preserve or protect the Trust Estate (including the discharge of Liensany liens) as may shall be specified in such instructions; (ciii) approve as satisfactory to it the Business Trustee all matters required by the terms of the Lease or the other any Operative Agreements Document to be satisfactory to Owner Trusteethe Business Trustee or the Trust, it being understood that that, without written instructions of Owner Participantthe Owner, Owner the Business Trustee shall not approve any such matter as satisfactory to itthe Business Trustee or the Trust; (div) subject provided that there are no Bonds outstanding, convey and deliver the LLC Interest to the rights of Lessee under the Operative Agreements, after the expiration or earlier termination of the Lease, convey all of Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, lease or otherwise dispose of, or from time to time take such other action accordance with respect to, the Aircraft on such terms as shall be designated in such instructions; and (ev) take or refrain from taking such any other action required to be taken by the Business Trustee pursuant to the Operative Documents. In the event that any Trustee is unsure as to the application of any provision of this Agreement or actions as of any other agreement relating to the transactions contemplated hereby, such Trustee may be specified in request and rely upon written instructions of the Owner. The Owner shall not instruct such instructionsTrustee to take any action which is inconsistent with this Agreement or which the Owner has actual knowledge is inconsistent with the provisions of the Operative Documents or other legal requirements or laws. Without limiting the foregoing, under no circumstance shall the Owner give instructions which would require or instruct such Trustee to violate any of the provisions of Sections 2.3, 2.5, 4.2, 8.2, 9.1(c) or 10.1, and such Trustee shall not obey, without incurring any liability, any such instructions if given.

Action Upon Instructions. Subject to the terms of Sections 5.1 5.01 and 5.35.03 hereof, upon the written instructions at any time and from time to time of the Owner Participant, the Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, as may be specified in such instructions: (ai) give such notice or direction or exercise such right, remedy or power hereunder or under this Trust Agreement or any of the other Operative Documents to which the Owner Trustee Agreements is a party or in respect of all or any part of the Trust Estate, or take such other action, Estate as shall be specified in such instructions (including entering into such agreements referred to in clause (i) of Section 8.01 hereof and instruments as shall be necessary under in clause (U) of Section 107(k) of the Participation Agreement); (bii) take such action to preserve or protect the Trust Estate (including the discharge of Liens) as may be specified in such instructions; (ciii) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements Documents to be satisfactory to the Owner Trustee, it being understood that without written instructions of the Owner Participant, the Owner Trustee shall not approve any such matter as satisfactory to itit (it being understood that the provisions of Sections 3.03, 3.04 and 3.06 hereof do not constitute instructions by the Owner Participant for the Owner Trustee to approve of or consent to the matters to be approved of or consented to by the Owner Trustee in the sections of the Lease referred to in Sections 3.03, 3.04 or 3.06 hereof); and (div) subject to the rights of Lessee under the Operative AgreementsDocuments, after the expiration or earlier termination of the Lease, deliver the Aircraft to the Owner Participant in accordance with such instructions, convey all of the Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, net lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms and to such lessee or lessees as shall be designated in such instructions; and (e) take or refrain from taking such other action or actions as may be specified in such instructions.

Action Upon Instructions. Subject in all respects to ------------------------ the terms of Sections 5.01 and 5.03 and to the terms of Sections 5.1 and 5.3the other Operative Agreements, upon the written instructions at any time and from time to time of the Owner Participant, the Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, actions as may be specified in such instructions: (ai) give such notice or direction or exercise such right, remedy or power hereunder or under this Trust Agreement or any of the other Operative Agreements to which the Owner Trustee Agreements is a party, or in respect of all or any part of the Trust Estate, or take such other action, as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10)instructions; (bii) take such action to preserve or protect the Trust Estate (including the discharge of Liensany Liens or encumbrances) as may be specified in such instructions; (ciii) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements to be satisfactory to the Owner Trustee, it being understood that without written instructions of the Owner Participant, the Owner Trustee shall not approve any such matter as satisfactory to it; (div) subject to the rights of Lessee under the Operative Agreements, after the expiration or earlier termination of the Lease, convey all of the Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms as shall be designated set forth in such instructions or deliver the Aircraft to the Owner Participant in accordance with such instructions; and (ev) take or refrain from taking such other action or actions as may be specified in such instructions. In the event that the Owner Trustee is unsure of the application of any provision of this Trust Agreement or any other agreement relating to the transactions contemplated hereby, the Owner Trustee may request and rely upon instructions of the Owner Participant.

Action Upon Instructions. Subject to the terms of Sections 5.1 5.01 and 5.35.03 hereof, upon the written instructions at any time and from time to time of Owner Participantthe Trustor, the Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, as may be specified in such instructions: (ai) give such notice or direction or exercise such right, remedy or power hereunder or under this Trust Agreement or any of the other Operative Documents to which the Owner Trustee Agreements is a party or in respect of all or any part of the Trust Estate, or take such other action, Estate as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10referred to in clause (i) of the definition of "Subsequent Trustor"); (bii) take such action to preserve or protect the Trust Estate (including the discharge of Liens) as may be specified in such instructions; (ciii) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements Documents to be satisfactory to the Owner Trustee, it being understood that without written instructions of Owner Participantthe Trustor, the Owner Trustee shall not approve any such matter as satisfactory to it; and (div) subject to the rights of Lessee under the Operative AgreementsDocuments, after the expiration or earlier termination of the Lease, deliver the Aircraft to the Trustor in accordance with such instructions, convey all of the Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, net lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms and to such lessee or lessees as shall be designated in such instructions; and (e) take or refrain from taking such other action or actions as may be specified in such instructions.

Action Upon Instructions. Subject to the terms of Sections 5.1 5.01 and 5.35.03, upon the written instructions at any time and from time to time of Owner ParticipantBeneficiary, Owner Trustee will take such each of the following actions, not inconsistent with the provisions of the Lease and the Trust IndentureOperative Documents, as may be specified in such instructions: (a) give such notice or direction or exercise such right, remedy or power under this Trust Agreement or any of the other Owner Trustee Agreements Operative Documents or in respect of all or any part of the Trust Estate, or take such other action, as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10Article X); (b) take such action to preserve or protect the Trust Estate (including the discharge of Liens) as may be specified in such instructions; (c) approve as satisfactory to it all matters required by the terms of the Lease or and the other Operative Agreements Documents to be satisfactory to Owner Trustee, it being understood that without written instructions of Owner ParticipantBeneficiary, Owner Trustee shall not approve any such matter as satisfactory to it; (d) subject to the rights of Lessee under the Operative AgreementsLease, after the expiration or earlier termination of the Lease, convey all of Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms as shall be designated in such instructions; and (e) take or refrain from taking such other action or actions as may be specified in such instructions. In the event that the Owner Trustee is unsure of the application of any provision of this Trust Agreement or any other agreement relating to the transactions contemplated hereby, the Owner Trustee may request and rely upon instructions of the Beneficiary.

Action Upon Instructions. Subject to the terms of Sections 5.1 5.01 and 5.35.03 hereof, upon the written instructions at any time and from time to time of Owner Participant, Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, as may be specified in such instructions: (ai) give such notice or direction or exercise such right, remedy or power hereunder or under this Trust Agreement or any of the other Operative Documents to which Owner Trustee Agreements is a party or in respect of all or any part of the Trust Estate, or take such other action, Estate as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10referred to in clause (i) of the definition of "Subsequent Owner Participant"); (bii) take such action to preserve or protect the Trust Estate (including the discharge of Liens) as may be specified in such instructions; (ciii) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements Documents to be satisfactory to Owner Trustee, it being understood that without written instructions of Owner Participant, Owner Trustee shall not approve any such matter as satisfactory to itit (it being understood that the provisions of Sections 3.03, 3.04 and 3.06 hereof do not constitute instructions by Owner Participant for Owner Trustee to approve of or consent to the matters to be approved of or consented to by Owner Trustee in the sections of the Lease referred to in Sections 3.03, 3.04 or 3.06 hereof); and (div) subject to the rights of Lessee under the Operative AgreementsDocuments, after the expiration or earlier termination of the Lease, deliver the Aircraft to Owner Participant in accordance with such instructions, convey all of Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, net lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms and to such lessee or lessees as shall be designated in such instructions; and (e) take or refrain from taking such other action or actions as may be specified in such instructions.

Action Upon Instructions. Subject to the terms of Sections 5.1 5.01 and 5.35.03 hereof, upon the written instructions at any time and from time to time of a Majority in Interest of Owner ParticipantParticipants, the Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, as may be specified in such instructions: (ai) give such notice or direction or exercise such right, remedy or power hereunder or under this Trust Agreement or any of the other Operative Documents to which the Owner Trustee Agreements is a party or in respect of all or any part of the Trust Estate, or take such other action, as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10referred to in clause (i) of the definition of "Subsequent Owner Participant"); (bii) take such action to preserve or protect the Trust Estate (including the discharge of Liens) as may be specified in such instructions; (ciii) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements Documents to be satisfactory to the Owner Trustee, it being understood that without written instructions of a Majority in Interest of Owner ParticipantParticipants, the Owner Trustee shall not approve any such matter as satisfactory to it; and (div) subject to the rights of the Lessee under the Operative AgreementsDocuments, after the expiration or earlier termination of the Lease, convey all of the Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms as shall be designated in such instructions; and (e) take or refrain from taking such other action or actions as may be specified in such instructions.

Action Upon Instructions. Subject to the terms of Sections 5.1 and 5.3, upon the written instructions at any time and from time to time of Owner Participant, Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, as may be specified in such instructions: (a) give such notice or direction or exercise such right, remedy or power under this Trust Agreement or any of the other Owner Trustee Agreements or in respect of all or any part of the Trust Estate, or take such other action, as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10); (b) take such action to preserve or protect the Trust Estate (including the discharge of Liens) as may be specified in such instructions; (c) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements to be satisfactory to Owner Trustee, it being understood that without written instructions of Owner Participant, Owner Trustee shall not approve any such matter as satisfactory to it; (d) subject to the rights of Lessee under the Operative Agreements, after the expiration or earlier termination of the Lease, convey all of Owner Trustee's ’s right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms as shall be designated in such instructions; and (e) take or refrain from taking such other action or actions as may be specified in such instructions.

Action Upon Instructions. Subject in all respects to the terms of Sections 5.1 5.01 and 5.35.03 and to the terms of the other Operative Agreements, upon the written instructions at any time and from time to time of the Owner Participant, the Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, actions as may be specified in such instructions: (ai) give such notice or direction or exercise such right, remedy or power hereunder or under this Trust Agreement or any of the other Operative Agreements to which the Owner Trustee Agreements is a party, or in respect of all or any part of the Trust Estate, or take such other action, as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10)instructions; (bii) take such action to preserve or protect the Trust Estate (including the discharge of Liensany Liens or encumbrances) as may be specified in such instructions; (ciii) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements to be satisfactory to the Owner Trustee, it being understood that without written instructions of the Owner Participant, the Owner Trustee shall not approve any such matter as satisfactory to it; (div) subject to the rights of Lessee under the Operative Agreements, after the expiration or earlier termination of the Lease, convey all of the Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms as shall be designated set forth in such instructions or deliver the Aircraft to the Owner Participant in accordance with such instructions; and (ev) take or refrain from taking such other action or actions as may be specified in such instructions. In the event that the Owner Trustee is unsure of the application of any provision of this Trust Agreement or any other agreement relating to the transactions contemplated hereby, the Owner Trustee may request and rely upon instructions of the Owner Participant.

Action Upon Instructions. Subject to the terms of ------------------------ Sections 5.1 5.01 and 5.35.03 hereof, upon the written instructions at any time and from time to time of the Owner Participant, the Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, actions as may be specified in such instructions: (ai) give such notice or direction or exercise such right, remedy or power hereunder or under this Trust Agreement or any of the other Operative Documents to which the Owner Trustee Agreements is a party or in respect of all or any part of the Trust Estate, or take such other action, as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10)instructions; (bii) take such action to preserve or protect the Trust Estate (including the discharge of Liens) as may be specified in such instructions; (ciii) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements Documents to be satisfactory to the Owner Trustee, it being understood that without written instructions of the Owner Participant, the Owner Trustee shall not approve any such matter as satisfactory to it; (div) subject to the rights of the Lessee under the Operative AgreementsDocuments, after the expiration or earlier termination of the Lease, convey all of Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft and Airframe N608FF on such terms as shall be designated in such instructions; and (ev) take or refrain from taking such other action or actions as may be specified in such instructions.. [Trust Agreement]

Action Upon Instructions. Subject in all respects ------------------------ to the terms of Sections 5.1 5.01 and 5.35.03 and to the terms of the other Operative Agreements, upon the written instructions at any time and from time to time of the Owner Participant, the Owner Trustee will take such of the following actions, not inconsistent with the provisions of the Lease and the Trust Indenture, actions as may be specified in such instructions: (ai) give such notice or direction or exercise such right, remedy or power hereunder or under this Trust Agreement or any of the other Operative Agreements to which the Owner Trustee Agreements is a party, or in respect of all or any part of the Trust Estate, or take such other action, as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10)instructions; (bii) take such action to preserve or protect the Trust Estate (including the discharge of Liensany Liens or encumbrances) as may be specified in such instructions; (ciii) approve as satisfactory to it all matters required by the terms of the Lease or the other Operative Agreements to be satisfactory to the Owner Trustee, it being understood that without written instructions of the Owner Participant, the Owner Trustee shall not approve any such matter as satisfactory to it; (div) subject to the rights of Lessee under the Operative Agreements, after the expiration or earlier termination of the Lease, convey all of the Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms as shall be designated set forth in such instructions or deliver the Aircraft to the Owner Participant in accordance with such instructions; and (ev) take or refrain from taking such other action or actions as may be specified in such instructions. In the event that the Owner Trustee is unsure of the application of any provision of this Trust Agreement or any other agreement relating to the transactions contemplated hereby, the Owner Trustee may request and rely upon instructions of the Owner Participant.