Common use of Reports, Etc Clause in Contracts

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or before the Delivery Date and on each annual anniversary date of Lessee's applicable insurance, a report, signed by Lessee's regular insurance broker or any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance complies with the terms hereof; provided, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing of any act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and to advise in writing at least thirty (30) days (ten (10) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g).

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through TrusteeParticipant, on or before the Delivery Date and on or before July 1 in each annual anniversary date of Lessee's applicable insuranceyear thereafter during the Term commencing July, _____, a report, signed by Lessee's regular insurance broker Aon Risk Services, Inc., Aon Risk Services of Minnesota, Inc. or any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull insurance and liability insurance (and property insurance for detached engines and parts) reinsurance then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance then carried and maintained with respect to the Aircraft complies with the terms hereof; provided, however, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee Trustee, the Loan Participants or the Owner Participant or the Pass Through Trustee to anyone except (iA) to prospective and permitted transferees of Lessor's, the Loan Participants', the Owner Participant's, 's or the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (iiB) to Lessor's, the Loan Participants', the Owner Participant's, 's or the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, accountants or independent insurance brokers or agents advisors who agree to hold such information confidential or (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker Brokers to agree to advise Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through Trustee in writing of any default in the payment of any premium and of any other act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and Aircraft. To the extent such agreement is reasonably obtainable, Lessee will also cause such Insurance Brokers to agree to advise Lessor, the Indenture Trustee and the Owner Participant in writing at least thirty (30) days (ten seven (107) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsementcoverage), prior to the cancellation expiration or material adverse change termination date of any insurance carried and maintained on the Aircraft pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through TrusteeParticipant, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereofDate. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, option provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be, without waiver of any other rights Lessor or the Indenture Trustee may have; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g)) hereof.

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through TrusteeParticipant, on or before the Delivery Date and on or before July 1 in each annual anniversary date of Lessee's applicable insuranceyear thereafter during the Term commencing July, 1998, a report, signed by Lessee's regular insurance broker Aon Risk Services, Inc., Aon Risk Services of Minnesota, Inc. or any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull insurance and liability insurance (and property insurance for detached engines and parts) reinsurance then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance then carried and maintained with respect to the Aircraft complies with the terms hereof; provided, however, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee Trustee, the Loan Participants or the Owner Participant or the Pass Through Trustee to anyone except (iA) to prospective and permitted transferees of Lessor's, the Loan Participants', the Owner Participant's, 's or the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (iiB) to Lessor's, the Loan Participants', the Owner Participant's, 's or the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, accountants or independent insurance brokers or agents advisors who agree to hold such information confidential or (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker Brokers to agree to advise Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through Trustee in writing of any default in the payment of any premium and of any other act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and Aircraft. To the extent such agreement is reasonably obtainable, Lessee will also cause such Insurance Brokers to agree to advise Lessor, the Indenture Trustee and the Owner Participant in writing at least thirty (30) days (ten seven (107) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsementcoverage), prior to the cancellation expiration or material adverse change termination date of any insurance carried and maintained on the Aircraft pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through TrusteeParticipant, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereofDate. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, option provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be, without waiver of any other rights Lessor or the Indenture Trustee may have; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g)) hereof.

Reports, Etc. Lessee The Owner will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or before the Delivery Closing Date and on or before July 1 in each annual anniversary date of Lessee's applicable insuranceyear thereafter during the Term commencing July, _____, a report, signed by Lessee's regular insurance broker Aon Risk Services, Inc., Aon Risk Services of Minnesota, Inc. or any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee Indenture Trustee (the "Insurance Brokers"), describing in reasonable detail the hull insurance and liability insurance (and property insurance for detached engines and parts) reinsurance then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance then carried and maintained with respect to the Aircraft complies with the terms hereof; provided, however, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee Loan Participants to anyone except (iA) to prospective and permitted transferees of Lessor's, the Owner Participant's, Loan Participants' or the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, Trustee who agree to hold such information confidential, (iiB) to Lessor's, the Owner Participant's, Loan Participants' or the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, accountants or independent insurance brokers or agents advisors who agree to hold such information confidential or (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee The Owner will cause such Insurance Broker Brokers to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing of any default in the payment of any premium and of any other act or omission on the part of Lessee the Owner of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and Aircraft. To the extent such agreement is reasonably obtainable, the Owner will also cause such Insurance Brokers to agree to advise the Indenture Trustee in writing at least thirty (30) days (ten seven (107) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsementcoverage), prior to the cancellation expiration or material adverse change termination date of any insurance carried and maintained on the Aircraft pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable7.04. In addition, Lessee the Owner will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee the Owner to such parties party on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereofClosing Date. In the event that Lessee the Owner or any Sublessee Lessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, option provide such insurance and, in such event, Lessee the Owner shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, Trustee for the cost thereof to Lessor or the Indenture Trustee, as the case without waiver of any other rights Indenture Trustee may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g)have.

Reports, Etc. Lessee Owner will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant Trustee and the Pass Through TrusteeTrustees, on or before the Delivery Date and on each annual anniversary date of LesseeOwner's applicable insurance, a report, signed by LesseeOwner's regular insurance broker or any other independent firm of insurance brokers reasonably acceptable to Lessor the Indenture Trustee which brokers may be in the regular employ of Lessee Owner (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance complies with the terms hereof; provided, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee Trustees to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's Trustees' interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a the Pass Through Trustee's Trustees' counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee Owner will cause such Insurance Broker Brokers to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee Trustees in writing of any act or omission on the part of Lessee Owner of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and to advise in writing at least thirty (30) days (ten (10) days in the case of war risk and risk, allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant this to Section 117.04, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee Owner will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant Trustee and the Pass Through TrusteeTrustees, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee Owner to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee Owner or any Sublessee Lessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee Owner shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, Trustee for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g).

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through TrusteeNote Holders, on or before the Delivery Date and on each annual anniversary date of Lessee's applicable insurance, a report, signed by Lessee's regular insurance broker or any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines Engines and partsParts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance complies with the terms hereofof this Lease; provided, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or Trustee, the Owner Participant or the Pass Through Trustee Note Holders to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through TrusteeNote Holder's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trusteethe Note Holder's counsel or independent certified public accountants, independent insurance brokers or other agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing of any act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and to advise Note Holders in writing at least thirty (30) days (ten seven (107) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers Broker to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through TrusteeNote Holders, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g).

Reports, Etc. Lessee will furnish, or cause furnish to be furnished, to Lessor, the Indenture Trustee, Lessor and the Owner Participant and the Pass Through Trustee, (A) on or before prior to the Delivery Date, insurance certificates describing in reasonable detail the insurance maintained by Lessee as required pursuant to this Section 9, (B) prior to the cancellation, lapse or expiration of the insurance policies required pursuant to this Section 9, evidence of renewal of such insurance policies, and (C) on or prior to the Delivery Date and on each annual anniversary date or before the renewal dates of Lessee's applicable insurancethe insurance policies carried by the Lessee pursuant to this Section 9, a report, report signed by Lessee's regular insurance broker or any other independent a firm of aircraft insurance brokers brokers, not affiliated with the Lessee, appointed by the Lessee and reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect satisfactory to the Aircraft and Lessor, stating the opinion of such firm that all premiums in connection with the insurance then due have been paid and the insurance then carried and maintained on the Aircraft complies with the terms hereof and, in the case of renewal insurance, that such renewal insurance will on and after the effective date thereof so comply with the terms hereof; provided, PROVIDED that all information contained in such report shall be held confidential by the foregoing report Lessor and the Owner Participant, and shall not be made available furnished or disclosed by Lessorthem to anyone except their legal counsel, the Indenture Trustee insurance brokers or advisors, bona fide prospective transferees of the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agents (PROVIDED that they shall agree for the benefit of the Lessee to hold all such information similarly confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only Applicable Law. The Lessee will instruct such firm to give prompt written advice to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, Lessor and the Owner Participant and (X) if such firm ceases to be the Pass Through Trustee in writing insurance broker to Lessee, (Y) of any default in the payment of any premium and (Z) of any other act or omission on the part of the Lessee of which it has knowledge and which might would in such firm's opinion invalidate or render unenforceable, in whole or in any material part, any insurance on the Aircraft and Aircraft. The Lessee will also instruct such firm to advise the Lessor and the Owner Participant in writing at least thirty 30 days prior to the termination or cancellation of, or material adverse change in, such insurance carried and maintained on the Aircraft pursuant to this Section 9 (30) days (ten (10) days or such lesser period as may be applicable in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(gcoverage).

Reports, Etc. Lessee The Company will furnish, or cause to be furnished, furnished to Lessor, the Indenture Trustee, the Owner Participant Mortgagee and the Pass Through TrusteeLenders, on or before the Delivery Date for each Aircraft and on each annual anniversary renewal date of Lesseethe Company's applicable insurancerelevant insurance policies, a report, signed by Lessee's regular insurance broker or any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "a Qualified Insurance Brokers")Broker, describing in reasonable detail the hull and liability insurance (and property insurance for detached engines Engines and partsParts) then carried and maintained with respect to the relevant Aircraft and stating the opinion of such firm that the (a) all premiums in connection with such insurance then due have been paid and (b) such insurance complies with the terms hereof; provided, that all information contained in the foregoing . Such report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permittedQualified Insurance Broker shall remain confidential as provided in Section 9.22 of the Secured Credit Agreement. Lessee The Company will cause such Qualified Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant Mortgagee and the Pass Through Trustee Lenders in writing of any default in the payment of any premium and of any other act or omission on the part of Lessee the Company of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the such Aircraft and to advise send notice to such Persons in writing at least thirty (30) 30 days (ten (10) seven days or such lesser period as is available in the case of war war-risk and allied perils coverage and ten (10days in the case of cancellation for non-payment of premium) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation (but not scheduled expiration) or material adverse change of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainablethis Article 5. In addition, Lessee the Company will also cause such Qualified Insurance Brokers Broker to deliver to Lessor, the Indenture Trustee, the Owner Participant Mortgagee and the Pass Through TrusteeLenders, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee the Company to such parties on the Delivery Date for such Aircraft except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee the Company shall fail to maintain or cause to be maintained insurance as herein provided, Lessor the Mortgagee or the Indenture Trustee any Lender may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee the Company shall, upon demand, reimburse Lessor the Mortgagee or the Indenture Trustee, as Supplemental Rent, such Lender for the cost thereof to Lessor the Mortgagee or the Indenture Trusteesuch Lender, as the case may be, without waiver of any other rights the Mortgagee or such Lender may have; provided, however, that no exercise by Lessor the Mortgagee or the Indenture Trusteeany Lender, as the case may be, of said option shall affect the provisions of this LeaseMortgage, including the provisions that failure by the Company to maintain the prescribed insurance shall constitute an Event of Section 14(g)Default.

Reports, Etc. Lessee will furnish, or cause furnish to be furnished, to Lessor, the Indenture Trustee, Lessor and the Owner Participant and the Pass Through Trustee, (A) on or before prior to the Delivery Date, insurance certificates describing in reasonable detail the insurance maintained by Lessee as required pursuant to this Section 9, (B) prior to the cancellation, lapse or expiration of the insurance policies required pursuant to this Section 9, evidence of renewal of such insurance policies, and (C) on or prior to the Delivery Date and on each annual anniversary date or before the renewal dates of Lessee's applicable insurancethe insurance policies carried by the Lessee pursuant to this Section 9, a report, report signed by Lessee's regular insurance broker or any other independent a firm of aircraft insurance brokers brokers, not affiliated with the Lessee, appointed by the Lessee and reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect satisfactory to the Aircraft and Lessor, stating the opinion of such firm that all premiums in connection with the insurance then due have been paid and the insurance then carried and maintained on the Aircraft complies with the terms hereof and, in the case of renewal insurance, that such renewal insurance will on and after the effective date thereof so comply with the terms hereof; provided, PROVIDED that all information contained in such report shall be held confidential by the foregoing report Lessor and the Owner Participant, and shall not be made available furnished or disclosed by Lessorthem to anyone except their legal counsel, the Indenture Trustee insurance brokers or advisors, bona fide prospective transferees of the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agents (PROVIDED that they shall agree for the benefit of the Lessee to hold all such information similarly confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only Applicable Law. The Lessee will instruct such firm to give prompt written advice to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, Lessor and the Owner Participant and the Pass Through Trustee in writing of any default in the payment of any premium and of any other act or omission on the part of the Lessee of which it has knowledge and which might would in such firm's opinion invalidate or render unenforceable, in whole or in any material part, any insurance on the Aircraft and Aircraft. The Lessee will also instruct such firm to advise the Lessor and the Owner Participant in writing at least thirty 30 days prior to the termination or cancellation of, or material adverse change in, such insurance carried and maintained on the Aircraft pursuant to this Section 9 (30) days (ten (10) days or such lesser period as may be applicable in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(gcoverage).

Reports, Etc. Lessee Owner will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant Trustee and the Pass Through Trustee, on or before the Delivery Date and on each annual anniversary date of LesseeOwner's applicable insurance, a report, signed by LesseeOwner's regular insurance broker or any other independent firm of insurance brokers reasonably acceptable to Lessor the Indenture Trustee which brokers may be in the regular employ of Lessee Owner (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance complies with the terms hereof; provided, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a the Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee Owner will cause such Insurance Broker Brokers to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing of any act or omission on the part of Lessee Owner of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and to advise in writing at least thirty (30) days (ten (10) days in the case of war risk and risk, allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to Section 117.04, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee Owner will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant Trustee and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee Owner to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee Owner or any Sublessee Lessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee Owner shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, Trustee for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g).

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on On or before the Delivery Closing Date and on annually following renewal of Company’s insurance coverage, Company will furnish to Loan Trustee and each annual anniversary date Liquidity Provider current certificates of Lessee's applicable insurance, insurance and a report, report signed by Lessee's regular insurance broker or any other independent a firm of independent aircraft insurance brokers reasonably acceptable to Lessor appointed by Company (which brokers may be in the regular employ of Lessee (the "Insurance Brokers"Company), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the commercial hull and liability insurance then carried and maintained on the Aircraft complies with the terms hereof; provided, that all . All information contained in the foregoing such report shall not be made available Confidential Information and shall be treated by Lessor, the Indenture Loan Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees each Liquidity Provider and each of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their Affiliates and their respective counselofficers, independent certified public accountants directors, agents and independent insurance brokers or other agents, who agree employees in accordance with the provisions of Section 10.16. Company will use commercially reasonable efforts to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker firm to agree to advise Lessor, the Indenture Trustee, the Owner Participant notify Loan Trustee and the Pass Through Trustee in writing each Liquidity Provider of any act or omission on the part of Lessee Company of which it such firm has knowledge and which that might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft Aircraft. Company will use commercially reasonable efforts to cause such firm to notify Loan Trustee and to advise in writing at least thirty (30) days (ten (10) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the each Liquidity Provider as promptly as practicable after such firm acquires knowledge that a cancellation or material adverse change of any insurance carried and maintained on the Aircraft pursuant to this Section 11, 7.06 will occur. Such information may only be provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced other Persons in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent accordance with the terms hereofSection 10.16. In the event that Lessee or any Sublessee Company shall fail to maintain or to cause to be maintained insurance as herein provided, Lessor or the Indenture Loan Trustee may at its sole optionoption obtain such insurance (giving Company prompt written notice thereof, but the failure to so notify Company shall be under no duty to, provide such insurance not in any way affect the rights of Loan Trustee hereunder) and, in such event, Lessee Company shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, Loan Trustee for the cost thereof to Lessor or Loan Trustee of such insurance, together with interest thereon at the Indenture Trustee, as Past Due Rate for the case may beperiod commencing with the date such cost was paid to the date of reimbursement; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, Loan Trustee of said option shall affect the provisions of this LeaseIndenture, including the provisions that failure by Company to maintain the prescribed insurance shall constitute an Event of Section 14(g).Default. Indenture and Security Agreement (2019-1 EETC) N360DN

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on On or before the Delivery Closing Date and on annually following renewal of Company’s insurance coverage, Company will furnish to Loan Trustee and each annual anniversary date Liquidity Provider current certificates of Lessee's applicable insurance, insurance and a report, report signed by Lessee's regular insurance broker or any other independent a firm of independent aircraft insurance brokers reasonably acceptable to Lessor appointed by Company (which brokers may be in the regular employ of Lessee (the "Insurance Brokers"Company), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the commercial hull and liability insurance then carried and maintained on the Aircraft complies with the terms hereof; provided, that all . All information contained in the foregoing such report shall not be made available Confidential Information and shall be treated by Lessor, the Indenture Loan Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees each Liquidity Provider and each of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their Affiliates and their respective counselofficers, independent certified public accountants directors, agents and independent insurance brokers or other agents, who agree employees in accordance with the provisions of Section 10.16. Company will use commercially reasonable efforts to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker firm to agree to advise Lessor, the Indenture Trustee, the Owner Participant notify Loan Trustee and the Pass Through Trustee in writing each Liquidity Provider of any act or omission on the part of Lessee Company of which it such firm has knowledge and which that might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft Aircraft. Company will use commercially reasonable efforts to cause such firm to notify Loan Trustee and to advise in writing at least thirty (30) days (ten (10) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the each Liquidity Provider as promptly as practicable after such firm acquires knowledge that a cancellation or material adverse change of any insurance carried and maintained on the Aircraft pursuant to this Section 11, 7.06 will occur. Such information may only be provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced other Persons in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent accordance with the terms hereofSection 10.16. In the event that Lessee or any Sublessee Company shall fail to maintain or to cause to be maintained insurance as herein provided, Lessor or the Indenture Loan Trustee may at its sole optionoption obtain such insurance (giving Company prompt written notice thereof, but the failure to so notify Company shall be under no duty to, provide such insurance not in any way affect the rights of Loan Trustee hereunder) and, in such event, Lessee Company shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, Loan Trustee for the cost thereof to Lessor or Loan Trustee of such insurance, together with interest thereon at the Indenture Trustee, as Past Due Rate for the case may beperiod commencing with the date such cost was paid to the date of reimbursement; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, Loan Trustee of said option shall affect the provisions of this LeaseIndenture, including the provisions that failure by Company to maintain the prescribed insurance shall constitute an Event of Section 14(g).Default. Indenture and Security Agreement (2019-1 EETC) N907DN

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or before the Delivery Date and on each annual anniversary date of Lessee's applicable insurance, a report, signed by Lessee's regular insurance broker or any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance complies with the terms hereof; provided, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing of any act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and to advise in writing at least thirty (30) days (ten seven (107) days in the case of war risk and allied perils coverage coverage) and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g).

Reports, Etc. Lessee will furnish, cause its insurance broker to furnish Lessor and each Additional Insured or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, Loss Payee (i) on or before the Delivery Date and of the Aircraft, (ii) on each annual the policy anniversary date of Lessee's applicable insurancethereafter, and (iii) on the date a Replacement Engine or Replacement Propeller is conveyed to Lessor pursuant to SECTION 12.4, a report, dated the day of its delivery, signed by Lessee's regular insurance broker or any other independent firm of insurance brokers broker, reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers")Lessor, describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained on the Aircraft, certifying that such insurance complies with respect to the Aircraft terms hereof and that the terms of this SECTION 13 have been endorsed on such policies, and stating the opinion of such firm broker that such insurance is in an amount deemed adequate, based upon normal industry practice, for the insurance complies protection of the respective interests of Lessor and each Additional Insured or Loss Payee and each Covered Person, and is usual for corporations operating similar aircraft and similarly situated with the terms hereof; providedLessee, that all information contained in the foregoing report PROVIDED, HOWEVER, such opinion shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee deemed to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers be a guarantee or other agents, who agree to hold undertaking that such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may limits will be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permittedadequate under all circumstances. Lessee will advise and will cause such Insurance Broker to agree its insurance broker to advise Lessor, the Indenture Trustee, the Owner Participant Lessor and the Pass Through Trustee each Additional Insured or Loss Payee in writing promptly of any default in the payment of any premium and of any other act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft Aircraft. Lessee shall cause its insurance broker to furnish to Lessor and to advise in writing at least each Additional Insured or Loss Payee on the Delivery Date or as soon as available thereafter but not later than thirty (30) days after the Delivery Date, copies of any insurance certificates required to be carried hereunder, and within fifteen (ten (1015) days in the case of war risk and allied perils coverage and ten (10) days notice replacement thereof, copies of such replacement insurance certificates, or with respect to any Replacement Engine or Replacement Propeller, within fifteen (15) days of replacement thereof, certificates evidencing the Electronic Date Recognition Exclusion Limited Coverage Endorsement)insurance required to be carried hereunder. If Lessee fails to maintain insurance as provided herein, prior to the cancellation or material adverse change of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain Additional Insured or cause to be maintained insurance as herein providedLoss Payee may, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, and in such event, Lessee shall, upon demand, reimburse Lessor or such Additional Insured or Loss Payee, as the Indenture Trusteecase may be, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g)thereof.

Reports, Etc. Lessee will furnish, or cause to be furnished, to the Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, Indenture Trustee (A) on or before prior to the Delivery Date, insurance certificates describing in reasonable detail the insurance maintained by Lessee as required pursuant to this Section 9, (B) prior to the cancellation, lapse or expiration of the insurance policies required pursuant to this Section 9, evidence of renewal of such insurance policies, and (C) on or prior to the Delivery Date and on each annual anniversary date or before the renewal dates of Lessee's applicable insurancethe insurance policies carried by the Lessee pursuant to this Section 9, a report, report signed by Lessee's regular insurance broker or any other independent a firm of recognized aircraft insurance brokers reasonably acceptable to Lessor of good reputation, not affiliated with the Lessee, which brokers may be in regularly retained by the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect reasonably satisfactory to the Aircraft and Lessor, stating the opinion of such firm that (i) all premiums in connection with the insurance then due have been paid, (ii) the insurance then carried and maintained on the Aircraft complies with the terms hereof; providedhereof and, in the case of renewal insurance, that such renewal insurance will on and after the effective date thereof so comply with the terms hereof and (iii) to the best of such firm's knowledge, such insurance provides coverage that is in substantially similar form, of such types and having limits within the range of limits as are customarily obtained by similarly situated United States carriers operating similar aircraft on similar routes, provided that all information contained in the foregoing such report shall not be made available held -------- confidential by the Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's and shall not be furnished or the Pass Through Trustee's interest or disclosed by them to any Person except (A) their respective legal counsel, independent certified public accountants and independent accountants, insurance brokers or advisors or other agents, agents who agree to hold such information confidential, (iiB) to Lessor's, any bona fide prospective and permitted transferees of the Owner Participant's, Participant and its agents (provided that each such transferee shall agree for the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree benefit of the -------- Lessee to hold all such information confidential or similarly confidential), (iiiC) as may be required by Applicable Law or by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iiiD) above shall as may be made only necessary for purposes of enforcement of Operative Agreements, or (E) rating agencies. The Lessee will instruct such firm to give prompt written advice to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Indenture Trustee in writing of any default in the payment of any premium and of any other act or omission on the part of the Lessee (or any Permitted Sublessee) of which it has knowledge and which might would in such firm's opinion invalidate or render unenforceable, in whole or in any material part, any insurance on the Aircraft and Aircraft. The Lessee will also instruct such firm to advise the Lessor, the Owner Participant and the Indenture Trustee in writing at least thirty (30) days prior to the termination or cancellation of, or material adverse change in, such insurance carried and maintained on the Aircraft pursuant to this Section 9 (ten (10) days or such lesser period as may be applicable in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsementcoverage), prior to the cancellation provided, that in respect of war risk or material adverse change of any insurance maintained pursuant to Section 11allied -------- perils coverage, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker insurance broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g).

Reports, Etc. Lessee will furnish, cause its insurance broker to furnish Lessor and each Additional Insured or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, Loss Payee (i) on or before the Delivery Date and of the Aircraft, (ii) on each annual the policy anniversary date of Lessee's applicable insurancethereafter, and (iii) on the date a Replacement Engine or Replacement Propeller is conveyed to Lessor pursuant to SECTION 12.4, a report, dated the day of its delivery, signed by Lessee's regular insurance broker or any other independent firm of insurance brokers broker, reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers")Lessor, describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained on the Aircraft, certifying that such insurance complies with respect to the Aircraft terms hereof and that the terms of this SECTION 13 have been endorsed on such policies, and stating the opinion of such firm broker that such insurance is in an amount deemed adequate, based upon normal industry practice, for the insurance complies protection of the respective interests of Lessor and each Additional Insured or Loss Payee and each Covered Person, and is usual for corporations operating similar aircraft and similarly situated with the terms hereof; providedLessee, that all information contained in the foregoing report PROVIDED, HOWEVER, such opinion shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee deemed to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers be a guarantee or other agents, who agree to hold undertaking that such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may limits will be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permittedadequate under all circumstances. Lessee will advise and will cause such Insurance Broker to agree its insurance broker to advise Lessor, the Indenture Trustee, the Owner Participant Lessor and the Pass Through Trustee each Additional Insured or Loss Payee in writing promptly of any default in the payment of any premium and of any other act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft Lessee shall cause its insurance broker to furnish to Lessor and to advise in writing at least each Additional Insured or Loss Payee on the Delivery Date or as soon as available thereafter but not later than thirty (30) days after the Delivery Date, copies of any insurance certificates required to be carried hereunder, and within fifteen (ten (1015) days in the case of war risk and allied perils coverage and ten replacement thereof, copies, (10pound) days notice such replacement insurance certificates, or with respect to any Replacement Engine or Replacement Propeller, within fifteen (15) days of replacement thereof, certificates evidencing the Electronic Date Recognition Exclusion Limited Coverage Endorsement)insurance required to be carried hereunder. If Lessee fails to maintain insurance as provided herein, prior to the cancellation or material adverse change of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain Additional Insured or cause to be maintained insurance as herein providedLoss Payee may, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, and in such event, Lessee shall, upon demand, reimburse Lessor or such Additional Insured or Loss Payee, as the Indenture Trusteecase may be, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g)thereof.

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through TrusteeParticipant, on or before the Delivery Date and on or before July 1 in each annual anniversary date of Lessee's applicable insuranceyear thereafter during the Term commencing July, _____, a report, signed by Lessee's regular insurance broker Aon Risk Services, Inc., Aon Risk Services of Minnesota, Inc. or any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance BrokersINSURANCE BROKERS"), describing in reasonable detail the hull insurance and liability insurance (and property insurance for detached engines and parts) reinsurance then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance then carried and maintained with respect to the Aircraft complies with the terms hereof; providedPROVIDED, HOWEVER, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee Trustee, the Loan Participants or the Owner Participant or the Pass Through Trustee to anyone except (iA) to prospective and permitted transferees of Lessor's, the Loan Participants', the Owner Participant's, 's or the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (iiB) to Lessor's, the Loan Participants', the Owner Participant's, 's or the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, accountants or independent insurance brokers or agents advisors who agree to hold such information confidential or (iiiC) as may be -41- required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker Brokers to agree to advise Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through Trustee in writing of any default in the payment of any premium and of any other act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and Aircraft. To the extent such agreement is reasonably obtainable, Lessee will also cause such Insurance Brokers to agree to advise Lessor, the Indenture Trustee and the Owner Participant in writing at least thirty (30) days (ten seven (107) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsementcoverage), prior to the cancellation expiration or material adverse change termination date of any insurance carried and maintained on the Aircraft pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through TrusteeParticipant, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereofDate. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, option provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be, without waiver of any other rights Lessor or the Indenture Trustee may have; providedPROVIDED, howeverHOWEVER, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g)) hereof.

Reports, Etc. Lessee will furnish, or cause to be furnished, ------------ to Lessor, the Indenture Trustee, the Owner Participant and, on and after the Refinancing Date only, so long as the Pass Through TrusteeTrustees are Certificate Holders, the Pass Through Trustees, on or before the Delivery Effective Date and on April 1 in each annual anniversary date of Lessee's applicable insuranceyear during the Term, a report, signed by Lessee's regular insurance broker Aon Risk Services, Inc. of Illinois or any other independent firm of insurance brokers reasonably acceptable to Lessor and Owner Participant which brokers may be in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the such insurance complies with the terms hereof; provided, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee Trustee, the Pass Through Trustees (on and after the Refinancing Date only), or the Owner Participant or the Pass Through Trustee to anyone except (iA) to prospective and permitted transferees of Lessor's, the Owner ParticipantIndenture Trustee's, the Indenture Trustee's Pass Through Trustees' (on and after the Refinancing Date only), or the Pass Through TrusteeOwner Participant's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agentsinterest, who agree to hold such information confidential, (iiB) to Lessor's, the Owner ParticipantIndenture Trustee's, the Indenture Trustee's or a Pass Through TrusteeTrustees' (on and after the Refinancing Date only), or the Owner Participant's counsel or independent certified public accountants, independent insurance brokers advisors or other agents who agree to hold such information confidential or (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker Brokers to agree to advise Lessor, the Indenture TrusteeOwner Participant, the Owner Participant Indenture Trustee and, on and after the Refinancing Date only, so long as the Pass Through Trustee Trustees are Certificate Holders, the Pass Through [First Amended and Restated Lease Agreement (1989 I)] Trustees in writing of any default in the payment of any premium and of any other act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft or cause such insurance to lapse and to advise such persons in writing at least thirty (30) 30 days (ten (10) 7 days in the case of war risk and allied perils coverage and ten (10coverage) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation cancellation, lapse (to the extent such advice is reasonably available) or material adverse change of any insurance maintained pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker Brokers shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture TrusteeOwner Participant, Pass Through Trustees (on and after the Owner Participant and Refinancing Date only), so long as the Pass Through Trustees are Certificate Holders, and the Indenture Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereofEffective Date. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor Lessor, the Pass Through Trustees (on and after the Refinancing Date only), so long as the Pass Through Trustees are Certificate Holders, or the Indenture Trustee may at its sole option, but shall be under no duty to, option provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor Lessor, the Pass Through Trustees (on and after the Refinancing Date only), so long as the Pass Through Trustees are Certificate Holders, or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or Lessor, the Indenture TrusteeTrustee or, as on and after the case may be; providedRefinancing Date only, however, that no exercise by Lessor or the Indenture such Pass Through Trustee, as the case may be, together with interest on such cost at the Past Due Rate from the date of said option shall affect payment by Lessor to the provisions date of this Lease, including the provisions reimbursement without waiver of Section 14(g)any other rights Lessor may have.

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or before the Delivery Date and on each annual anniversary date of Lessee's applicable insurance, a report, signed by Lessee's regular insurance broker or underwriters shall be -------------- required to advise Lessor in writing promptly of any default in the payment of any premium and of any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance complies with the terms hereof; provided, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing of any act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft. Not less than two (2) Business Days prior to the Delivery Date, and thereafter on or prior to each renewal or replacement by Lessee of the insurance required hereby, Lessee will furnish to Lessor one or more original certificates each executed and delivered by an insurance underwriters appointed by Lessee and approved by Lessor (which approval shall not be unreasonably withheld) and other proper evidence of endorsement of Lessor on the insurance policies required to be maintained under this Section 16, which together shall describe in reasonable ---------- detail insurance carried on the Aircraft and shall certify that the insurance then maintained on the Aircraft complies with the terms of this Lease. Lessee will cause each such approved insurance underwriters to agree to advise Lessor in writing at least thirty (30) days (ten seven (107) days or such lesser period as may from time to time be applicable in the case of any war risk and allied perils coverage and ten (10coverage) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the non-renewal, termination or cancellation by the underwriters for any reason (including, without limitation, failure to pay the premium therefor) of any such insurance or material adverse change as soon as possible in respect of "non-renewal" or automatic termination for war risk. Not less than five (5) Business Days before the expiration or termination date of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In additionrequired hereunder, Lessee will also cause such Insurance Brokers to deliver to Lessor, provide Lessor with telexed or telecopied confirmation from Lessee's insurance brokers certifying that renewal certificates of insurance evidencing the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on renewal or prior to the date replacement of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof pursuant to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this LeaseSection 16 will be issued on the ---------- termination date of the prior certificate of insurance coverage. Within seven (7) days after such renewal, including the provisions Lessee will furnish to Lessor a certificate of Section 14(g)such insurance coverage from such insurance broker.

Reports, Etc. Lessee The Grantor will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, Collateral Agent on or before the Delivery Date Closing Date, and on each annual anniversary date renewal of Lessee's the applicable insuranceinsurances, a report, signed by Lessee's regular insurance broker AON Risk Services of Illinois, Inc. or any other independent firm of insurance brokers reasonably acceptable to Lessor the Collateral Agent which brokers may be in the regular employ of Lessee the Grantor (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft each Aircraft, Engine and Spare Engine and stating the opinion of such firm that the (i) such insurance complies with the terms hereof, (ii) all premiums in connection with such insurance then due have been paid and (iii) such insurance provides coverages against risks that are customarily insured against by major U.S. air carriers and that such coverages are in substantially similar forms, are of such types and have limits as are customarily carried by major U.S. air carriers (but in no event less than what is required under the Credit Agreement with respect thereto); provided, provided that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee Collateral Agent to anyone except (iA) to any Lender's or to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture TrusteeCollateral Agent's or the Pass Through Trusteeany Lender's interest or their its respective counsel, independent certified public accountants and accountants, independent insurance brokers or other agents, who agree to hold such information confidential, (iiB) to Lessor's, the Owner Participant's, the Indenture TrusteeCollateral Agent's or a Pass Through Trusteeany Lender's counsel or independent certified public accountants, independent insurance brokers or other agents who agree to hold such information confidential or confidential, (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulationregulation or (D) as may be necessary for purposes of protecting the interest of any such Person or for enforcement of this Mortgage by the Collateral Agent; provided, however further, that any disclosure and all disclosures permitted by clause (iiiC) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee The Grantor will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant Collateral Agent and the Pass Through Trustee Lenders promptly in writing of any default in the payment of any premium and of any act or omission on the part of Lessee the Grantor of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the such Aircraft or Spare Engine and to advise such Persons in writing at least thirty (30) 30 days (ten (10) 20 days in the case of lapse for nonpayment of premiums and 7 days in the case of war risk and allied perils coverage and ten (10coverage) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation (but not expiration), lapse for non-payment of premium or material adverse change of any insurance maintained pursuant to this Section 11, 2.03; provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee the Grantor will also cause such Insurance Brokers Broker to deliver to Lessor, the Indenture Trustee, the Owner Participant Collateral Agent and the Pass Through TrusteeLenders, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee the Grantor to such parties on the Delivery Closing Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee the Grantor shall fail to maintain or cause to be maintained insurance as herein provided, Lessor the Collateral Agent or the Indenture Trustee may any Lender may, at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee the Grantor shall, upon demand, reimburse Lessor the Collateral Agent or the Indenture Trustee, as Supplemental Rentsuch Lender, for the cost thereof to Lessor the Collateral Agent or the Indenture Trusteesuch Lender, as the case may be, together with interest on such cost at a rate of interest equal to the Alternate Base Rate (as defined in the Credit Agreement) plus 5.25% from the date of such payment by the Collateral Agent or such Lender to the date of reimbursement without waiver of any other rights the Collateral Agent or such Lender may have; provided, however, that no exercise by Lessor the Collateral Agent or the Indenture Trusteesuch Lender, as the case may be, of said option shall affect the provisions of this LeaseMortgage, including the provisions that failure by the Grantor to maintain the prescribed insurance shall constitute an Event of Section 14(g)Default.

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through TrusteeParticipant, on or before the Delivery Date and on or before July 1 in each annual anniversary date of Lessee's applicable insuranceyear thereafter during the Term commencing July, 1998, a report, signed by Lessee's regular insurance broker Aon Risk Services, Inc., Aon Risk Services of Minnesota, Inc. or any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance BrokersINSURANCE BROKERS"), describing in reasonable detail the hull insurance and liability insurance (and property insurance for detached engines and parts) reinsurance then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance then carried and maintained with respect to the Aircraft complies with the terms hereof; providedPROVIDED, HOWEVER, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee Trustee, the Loan Participants or the Owner Participant or the Pass Through Trustee to anyone except (iA) to prospective and permitted transferees of Lessor's, the Loan Participants', the Owner Participant's, 's or the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (iiB) to Lessor's, the Loan Participants', the Owner Participant's, 's or the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, accountants or independent insurance brokers or agents advisors who agree to hold such information confidential or (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker Brokers to agree to advise Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through Trustee in writing of any default in the payment of any premium and of any other act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and Aircraft. To the extent such agreement is reasonably obtainable, Lessee will also cause such Insurance Brokers to agree to advise Lessor, the Indenture Trustee and the Owner Participant in writing at least thirty (30) days (ten seven (107) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsementcoverage), prior to the cancellation expiration or material adverse change termination date of any insurance carried and maintained on the Aircraft pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through TrusteeParticipant, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereofDate. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, option provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be, without waiver of any other rights Lessor or the Indenture Trustee may have; providedPROVIDED, howeverHOWEVER, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g)) hereof.

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on On or before the Delivery Closing Date and on annually following renewal of Company’s insurance coverage, Company will furnish to Loan Trustee and each annual anniversary date Liquidity Provider current certificates of Lessee's applicable insurance, insurance and a report, report signed by Lessee's regular insurance broker or any other independent a firm of independent aircraft insurance brokers reasonably acceptable to Lessor appointed by Company (which brokers may be in the regular employ of Lessee (the "Insurance Brokers"Company), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the commercial hull and liability insurance then carried and maintained on the Aircraft complies with the terms hereof; provided, that all . All information contained in the foregoing such report shall not be made available Confidential Information and shall be treated by Lessor, the Indenture Loan Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees each Liquidity Provider and each of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their Affiliates and their respective counselofficers, independent certified public accountants directors, agents and independent insurance brokers or other agents, who agree employees in accordance with the provisions of Section 10.16. Company will use commercially reasonable efforts to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker firm to agree to advise Lessor, the Indenture Trustee, the Owner Participant notify Loan Trustee and the Pass Through Trustee in writing each Liquidity Provider of any act or Indenture and Security Agreement (2020-1 EETC) N826DN omission on the part of Lessee Company of which it such firm has knowledge and which that might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft Aircraft. Company will use commercially reasonable efforts to cause such firm to notify Loan Trustee and to advise in writing at least thirty (30) days (ten (10) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the each Liquidity Provider as promptly as practicable after such firm acquires knowledge that a cancellation or material adverse change of any insurance carried and maintained on the Aircraft pursuant to this Section 11, 7.06 will occur. Such information may only be provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced other Persons in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent accordance with the terms hereofSection 10.16. In the event that Lessee or any Sublessee Company shall fail to maintain or to cause to be maintained insurance as herein provided, Lessor or the Indenture Loan Trustee may at its sole optionoption obtain such insurance (giving Company prompt written notice thereof, but the failure to so notify Company shall be under no duty to, provide such insurance not in any way affect the rights of Loan Trustee hereunder) and, in such event, Lessee Company shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, Loan Trustee for the cost thereof to Lessor or Loan Trustee of such insurance, together with interest thereon at the Indenture Trustee, as Past Due Rate for the case may beperiod commencing with the date such cost was paid to the date of reimbursement; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, Loan Trustee of said option shall affect the provisions of this LeaseIndenture, including the provisions that failure by Company to maintain the prescribed insurance shall constitute an Event of Section 14(g)Default.

Reports, Etc. Lessee Sublessee will furnish, or cause to be furnished, to LessorSublessor, the Indenture Trustee, Head Lessor and the Owner Participant and the Pass Through TrusteeParticipant, on or before the Delivery Commencement Date and on or before July 1 in each annual anniversary date of Lessee's applicable insuranceyear thereafter during the Term commencing July, 2006, a report, signed by Lessee's regular insurance broker Aon Risk Services, Inc. or any other independent firm of insurance brokers reasonably acceptable to Sublessor and Head Lessor which brokers may be in the regular employ of Lessee (the "“Insurance Brokers"”), describing in reasonable detail the hull insurance and liability insurance (and property insurance for detached engines and parts) reinsurance then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance then carried and maintained with respect to the Aircraft complies with the terms hereof; provided, however, that all information contained in the foregoing report shall not be made available by LessorSublessor, the Indenture Trustee Head Lessor or the Owner Participant or the Pass Through Trustee to anyone except (iA) to prospective and permitted transferees of Sublessor’s, Head Lessor's’s, or the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's ’s interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (iiB) to Sublessor’s, Head Lessor's’s, or the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's ’s counsel or independent certified public accountants, accountants or independent insurance brokers or agents advisors who agree to hold such information confidential or confidential, (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that regulation or as may be requested by any disclosure permitted regulatory agency or body having authority or (D) as may be necessary for purposes of protecting the interests of any such Person or for the enforcement of this Sublease by clause (iii) above shall be made only to Sublessor or the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permittedHead Lease by Head Lessor. Lessee Sublessee will cause such Insurance Broker Brokers to agree to advise Sublessor, Head Lessor, the Indenture Trustee, and the Owner Participant and the Pass Through Trustee in writing of any default in the payment of any premium and of any other act or omission on the part of Lessee Sublessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and Aircraft. To the extent such agreement is reasonably obtainable, Sublessee will also cause such Insurance Brokers to agree to advise Sublessor, the Head Lessor and the Owner Participant in writing at least thirty (30) days (ten seven (107) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsementcoverage), prior to the cancellation expiration or material adverse change termination date of any insurance carried and maintained on the Aircraft pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee Sublessee will also cause such Insurance Brokers to deliver to LessorSublessor, the Indenture Trustee, Head Lessor and the Owner Participant and the Pass Through TrusteeParticipant, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee Sublessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereofCommencement Date. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor Sublessor or the Indenture Trustee its designee may at its sole option, but shall be under no duty to, option provide such insurance and, in such event, Lessee Sublessee shall, upon demand, reimburse Lessor or the Indenture TrusteeSublessor, as Supplemental Rent, for the cost thereof to Lessor Sublessor or the Indenture Trusteesuch designee, as the case may be, without waiver of any other rights Sublessor or such designee may have; provided, however, that no exercise by Lessor Sublessor or the Indenture Trustee, as the case may be, such designee of said option shall affect the provisions of this LeaseSublease, including the provisions of Section 14(g)) hereof.

Reports, Etc. The Lessee will furnish, or cause during the Term furnish to be furnished, to Lessor, the Lessor and the Indenture TrusteeTrustee evidence of renewal of the insurance policies required pursuant to this Section 9 prior to the cancellation, the Owner Participant and the Pass Through Trusteelapse or expiration of such insurance policies and, on or before the Delivery Date and on each annual anniversary date renewal dates of Lessee's applicable insurancethe insurance policies carried by the Lessee pursuant to this Section 9, a report, report signed by Lessee's regular insurance broker or any other independent a firm of aircraft insurance brokers brokers, not affiliated with the Lessee, appointed by the Lessee and reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect satisfactory to the Aircraft and Lessor, stating the opinion of such firm that the insurance then carried and maintained on the Aircraft complies with the terms hereof and that such renewal insurance will on and after the effective date thereof so comply with the terms hereof; provided, provided that all -------- information contained in such report shall be held confidential by the foregoing report Lessor and the Indenture Trustee, and shall not be made available furnished or disclosed by Lessor, the Indenture Trustee or them to anyone except the Owner Participant or the Pass Through Trustee to anyone except (i) to and bona fide prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or Participant and their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agents (provided that they shall agree -------- for the benefit of the Lessee to hold all such information similarly confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only Applicable Law. The Lessee will instruct such firm to give prompt written advice to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, Lessor and the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing of any default in the payment of any premium and of any other act or omission on the part of the Lessee of which it has knowledge and which might would in such firm's opinion invalidate or render unenforceable, in whole or in any material part, any insurance on the Aircraft and Aircraft. The Lessee will also instruct such firm to advise the Lessor and the Indenture Trustee in writing at least thirty (30) 30 days (ten (10) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the termination or cancellation of, or material adverse change of any in, such insurance carried and maintained on the Aircraft pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g)9.

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and and, so long as the Pass Through TrusteeOriginal Loan Participant shall hold any Certificate, the Original Loan Participant, on or before the Delivery Date Date, and on each annual anniversary date of Lessee's applicable insurancethe Delivery Date during the Term, a report, signed by Lessee's regular insurance broker Rollxxx, Xxdix Xxxl xx Illinois, Inc. or any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance BrokersBroker"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the (a) such insurance complies with the terms hereofhereof and (b) that such insurance together with any self-insurance permitted hereby provides coverage that are in substantially similar forms, are of such types and have limits within the range of limits as are customarily carried by U.S. carriers; provided, however, that the opinion set forth in clause (b) shall not be required if the Insurance Broker then generally does not provide such an opinion or will provide such an opinion for material additional cost; and provided further that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee Trustee, the Original Loan Participant, or the Owner Participant or the Pass Through Trustee to anyone except (iA) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture TrusteeOriginal Loan Participant's or the Pass Through Indenture Trustee's interest or their respective counsel, independent certified public accountants and accountants, independent insurance brokers or other agents, who agree to hold such information confidential, (iiB) to Lessor's, the Owner Participant's, the Indenture TrusteeOriginal Loan Participant's or a Pass Through the Indenture Trustee's counsel or independent certified public accountants, independent insurance brokers or other agents who agree to hold such information confidential or confidential, (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation, or (D) as may be necessary for purposes of protecting the interest of any such Person or for enforcement of this Lease by Lessor or the Indenture Trustee; provided, however however, that any disclosure and all disclosures permitted by clause clauses (iiiC) or (D) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant, and, so long as the Original Loan Participant and holds any Certificate, the Pass Through Trustee Original Loan Participant, in writing of any act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and to advise such Persons in writing at least thirty (30) 30 days (ten (10) 7 days in the case of war risk and allied perils coverage and ten (10coverage) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers Broker to deliver to Lessor, the Indenture Trustee, the Owner Participant and and, so long as the Pass Through TrusteeOriginal Loan Participant holds any Certificate, the Original Loan Participant, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g).delivered

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on On or before the Delivery Closing Date and on annually following renewal of Company’s insurance coverage, Company will furnish to Loan Trustee and each annual anniversary date Liquidity Provider current certificates of Lessee's applicable insurance, insurance and a report, report signed by Lessee's regular insurance broker or any other independent a firm of independent aircraft insurance brokers reasonably acceptable to Lessor appointed by Company (which brokers may be in the regular employ of Lessee (the "Insurance Brokers"Company), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the commercial hull and liability insurance then carried and maintained on the Aircraft complies with the terms hereof; provided, that all . All information contained in the foregoing such report shall not be made available Confidential Information and shall be treated by Lessor, the Indenture Loan Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees each Liquidity Provider and each of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their Affiliates and their respective counselofficers, independent certified public accountants directors, agents and independent insurance brokers or other agents, who agree employees in accordance with the provisions of Section 10.16. Company will use commercially reasonable efforts to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker firm to agree to advise Lessor, the Indenture Trustee, the Owner Participant notify Loan Trustee and the Pass Through Trustee in writing each Liquidity Provider of any act or Indenture and Security Agreement (2020-1 EETC) N301DV omission on the part of Lessee Company of which it such firm has knowledge and which that might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft Aircraft. Company will use commercially reasonable efforts to cause such firm to notify Loan Trustee and to advise in writing at least thirty (30) days (ten (10) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the each Liquidity Provider as promptly as practicable after such firm acquires knowledge that a cancellation or material adverse change of any insurance carried and maintained on the Aircraft pursuant to this Section 11, 7.06 will occur. Such information may only be provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced other Persons in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent accordance with the terms hereofSection 10.16. In the event that Lessee or any Sublessee Company shall fail to maintain or to cause to be maintained insurance as herein provided, Lessor or the Indenture Loan Trustee may at its sole optionoption obtain such insurance (giving Company prompt written notice thereof, but the failure to so notify Company shall be under no duty to, provide such insurance not in any way affect the rights of Loan Trustee hereunder) and, in such event, Lessee Company shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, Loan Trustee for the cost thereof to Lessor or Loan Trustee of such insurance, together with interest thereon at the Indenture Trustee, as Past Due Rate for the case may beperiod commencing with the date such cost was paid to the date of reimbursement; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, Loan Trustee of said option shall affect the provisions of this LeaseIndenture, including the provisions that failure by Company to maintain the prescribed insurance shall constitute an Event of Section 14(g)Default.

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, Mortgagee and the Owner Participant and the Pass Through TrusteeParticipant, on or before the Delivery Closing Date and on each annual anniversary date of Lessee's applicable insurance, the Closing Date during the Term a report, signed by Lessee's regular insurance broker Rollins, Burdick, Hunter of Illinois, Inc., or any other independent firm of insurance brokers reasonably acceptable to Lessor Lessor, which brokers may be in the act as Lessee's insurance brokers on a regular employ of Lessee basis (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the (a) such insurance complies with the terms hereofhereof and (b) that such insurance together with any self-insurance permitted hereby provides coverage that are in substantially similar forms, are of such types, insure against such risks, and have limits within the range of limits as are customarily carried by U.S. carriers; provided, however, that the opinion set forth in clause (b) shall not be required if the Insurance Broker then generally does not provide such an opinion or will provide such an opinion only for material additional cost; provided, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or Mortgagee, the Owner Participant or the Pass Through Trustee Certificate Holders to anyone except (iA) to prospective and permitted transferees of Lessor's, the Owner ParticipantMortgagee's, the Indenture TrusteeOwner Participant's or the Pass Through Trusteea Certificate Holder's interest or their respective counsel, independent certified public accountants and accountants, independent insurance brokers or other agents, who agree to hold such information confidential, (iiB) to Lessor's, the Owner ParticipantMortgagee's, the Indenture TrusteeOwner Participant's or a Pass Through TrusteeCertificate Holder's counsel or independent certified public accountants, independent insurance brokers or other agents who agree to hold such information confidential or confidential, (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulationregulation or (D) as may be necessary for purposes of protecting the interests of any such Person or for enforcement of this Lease by Lessor or the Mortgagee; provided, however however, that any disclosure and all disclosures permitted by clause clauses (iiiC) and (D) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker Brokers to agree to advise Lessor, the Indenture TrusteeMortgagee, the Owner Participant and the Pass Through Trustee Certificate Holders in writing of any default in the payment of any premium and of any other act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and to advise such persons in writing at least thirty (30) 30 days (ten (10) 10 days in the case of lapse for non-payment of premium and 7 days in the case of war risk and allied perils coverage and ten (10coverage) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation (but not scheduled expiration), lapse or material adverse change of any insurance maintained pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker Brokers shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture TrusteeMortgagee, the Owner Participant and the Pass Through TrusteeCertificate Holders, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Closing Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor Lessor, Owner Participant or the Indenture Trustee Mortgagee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor Lessor, Owner Participant or the Indenture TrusteeMortgagee, as Supplemental Rent, for the cost thereof to Lessor Lessor, Owner Participant or the Indenture TrusteeMortgagee, as the case may be, without waiver of any other rights Lessor may have; provided, however, that no exercise by Lessor Lessor, Owner Participant or the Indenture TrusteeMortgagee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions that failure by Lessee to maintain the prescribed insurance shall constitute an Event of Section 14(g)Default.

Reports, Etc. Lessee will furnish, or cause to be furnished, to the Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, Indenture Trustee (A) on or before prior to the Delivery Date, insurance certificates describing in reasonable detail the insurance maintained by Lessee as required pursuant to this Section 9, (B) prior to the cancellation, lapse or expiration of the insurance policies required pursuant to this Section 9, evidence of renewal of such insurance policies, and (C) on or prior to the Delivery Date and on each annual anniversary date or before the renewal dates of Lessee's applicable insurancethe insurance policies carried by the Lessee pursuant to this Section 9, a report, report signed by Lessee's regular insurance broker or any other independent a firm of recognized aircraft insurance brokers reasonably acceptable to Lessor of good reputation, not affiliated with the Lessee, which brokers may be in regularly retained by the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect reasonably satisfactory to the Aircraft and Lessor, stating the opinion of such firm that (i) all premiums in connection with the insurance then due have been paid, (ii) the insurance then carried and maintained on the Aircraft complies with the terms hereof; providedhereof and, in the case of renewal insurance, that such renewal insurance will on and after the effective date thereof so comply with the terms hereof and (iii) to the best of such firm's knowledge, such insurance provides coverage that is in substantially similar form, of such types and having limits within the range of limits as are customarily obtained by similarly situated United States carriers operating similar aircraft on similar routes, provided that all -------- information contained in the foregoing such report shall not be made available held confidential by the Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's and shall not be furnished or the Pass Through Trustee's interest or disclosed by them to any Person except (A) their respective legal counsel, independent certified public accountants and independent accountants, insurance brokers or advisors or other agents, agents who agree to hold such information confidential, (iiB) to Lessor's, any Noteholder or to bona fide prospective and permitted transferees of any Participant and their respective agents (provided that each such transferee shall agree for the Owner Participant's, -------- benefit of the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree Lessee to hold all such information confidential or similarly confidential), (iiiC) as may be required by Applicable Law or by any statute, court or administrative order or decree or governmental ruling or regulation; providedregulation (or, however that in the case of any disclosure permitted by clause Noteholder, to any bank examiner or other regulatory personnel), (iiiD) above shall as may be made only necessary for purposes of enforcement of Operative Agreements or (E) to the extent necessary to meet the specific requirements Security Trustee or needs of the Persons to whom such disclosures are hereby permittedrating agencies. The Lessee will cause instruct such Insurance Broker firm to agree give prompt written advice to advise the Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Indenture Trustee in writing of any default in the payment of any premium and of any other act or omission on the part of the Lessee (or any Permitted Sublessee) of which it has knowledge and which might would in such firm's opinion invalidate or render unenforceable, in whole or in any material part, any insurance on the Aircraft and Aircraft. The Lessee will also instruct such firm to advise the Lessor, the Owner Participant and the Indenture Trustee in writing at least thirty (30) days prior to the termination or cancellation of, or material adverse change in, such insurance carried and maintained on the Aircraft pursuant to this Section 9 (ten (10) days or such lesser period as may be applicable in the case of war risk and coverage), provided, that in respect -------- of war risk or allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement)coverage, prior to the cancellation or material adverse change of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker insurance broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g).

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or before the Delivery Commencement Date and on or before July 1 in each annual anniversary date of Lessee's applicable insuranceyear thereafter during the Term commencing July, 2006, a report, signed by Lessee's regular insurance broker Aon Risk Services, Inc. or any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "“Insurance Brokers"”), describing in reasonable detail the hull insurance and liability insurance (and property insurance for detached engines and parts) reinsurance then carried and maintained with respect to the Aircraft Engine and stating the opinion of such firm that the insurance then carried and maintained with respect to the Engine complies with the terms hereof; provided, however, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee Lessor to anyone except (iA) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's ’s interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (iiB) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's ’s counsel or independent certified public accountants, accountants or independent insurance brokers or agents advisors who agree to hold such information confidential or confidential, (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that regulation or as may be requested by any disclosure permitted regulatory agency or body having authority or (D) as may be necessary for purposes of protecting the interests of any such Person or for the enforcement of this Lease by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permittedLessor. Lessee will cause such Insurance Broker Brokers to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee Lessor in writing of any default in the payment of any premium and of any other act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and Engine. To the extent such agreement is reasonably obtainable, Lessee will also cause such Insurance Brokers to agree to advise Lessor in writing at least thirty (30) days (ten seven (107) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsementcoverage), prior to the cancellation expiration or material adverse change termination date of any insurance carried and maintained on the Engine pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereofCommencement Date. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee its designee may at its sole option, but shall be under no duty to, option provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture TrusteeLessor, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trusteesuch designee, as the case may be, without waiver of any other rights Lessor or such designee may have; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, such designee of said option shall affect the provisions of this Lease, including the provisions of Section 14(g)) hereof.

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through TrusteeParticipant, on or before the Delivery Date Date, and on each annual anniversary date renewal of Lessee's the applicable insuranceinsurances during the Term, a report, signed by Lessee's regular insurance broker AON Risk Services of Illinois, Inc. or any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance BrokersBroker"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the (a) such insurance complies with the terms hereofhereof and (b) that such insurance together with any self-insurance permitted hereby provides coverage that are in substantially similar forms, are of such types and have limits within the range of limits as are customarily carried by U.S. carriers; provided, however, that the opinion set forth in clause (b) shall not be required if the Insurance Broker then generally does not provide such an opinion or will provide such an opinion for material additional cost; and provided further that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (iA) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Indenture Trustee's interest or their respective counsel, independent certified public accountants and accountants, independent insurance brokers or other agents, who agree to hold such information confidential, (iiB) to Lessor's, the Owner Participant's, 's or the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or other agents who agree to hold such information confidential or confidential, (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation, or (D) as may be necessary for purposes of protecting the interest of any such Person or for enforcement of this Lease by Lessor or the Indenture Trustee; provided, however however, that any disclosure and all disclosures permitted by clause clauses (iiiC) or (D) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through Trustee Participant, in writing of any act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and to advise such Persons in writing at least thirty (30) 30 days (ten (10) 7 days in the case of war risk and allied perils coverage and ten (10coverage) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g).notice

Reports, Etc. Lessee will furnish, or cause furnish to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, Lessor (A) on or before prior to the Delivery Date, insurance certificates describing in reasonable detail the insurance maintained by Lessee as required pursuant to this Section 9, (B) prior to the cancellation, lapse or expiration of the insurance policies required pursuant to this Section 9, evidence of renewal of such insurance policies, and (C) on or prior to the Delivery Date and on each annual anniversary date or before the renewal dates of Lessee's applicable insurancethe insurance policies carried by the Lessee pursuant to this Section 9, a report, report signed by Lessee's regular insurance broker or any other independent a firm of aircraft insurance brokers brokers, not affiliated with the Lessee, appointed by the Lessee and reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect satisfactory to the Aircraft and Lessor, stating the opinion of such firm that all premiums in connection with the insurance then due have been paid and the insurance then carried and maintained on the Aircraft complies with the terms hereof and, in the case of renewal insurance, that such renewal insurance will on and after the effective date thereof so comply with the terms hereof; provided, provided that all information contained in such report shall be held -------- confidential by the foregoing report Lessor, and shall not be made available furnished or disclosed by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee it to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective its legal counsel, independent certified public accountants and independent insurance brokers or other agentsadvisors, who bona fide prospective transferees of the Lessor and their respective agents (provided that -------- they shall agree for the benefit of the Lessee to hold all such information similarly confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only Applicable Law. The Lessee will instruct such firm to give prompt written advice to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing Lessor of any default in the payment of any premium and of any other act or omission on the part of the Lessee of which it has knowledge and which might would in such firm's opinion invalidate or render unenforceable, in whole or in any material part, any insurance on the Aircraft and Aircraft. The Lessee will also instruct such firm to advise the Lessor in writing at least thirty 30 days prior to the termination or cancellation of, or material adverse change in, such insurance carried and maintained on the Aircraft pursuant to this Section 9 (30) days (ten (10) days or such lesser period as may be applicable in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(gcoverage).

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on On or before the Delivery Closing Date and on annually following renewal of Company’s insurance coverage, Company will furnish to Loan Trustee and each annual anniversary date Liquidity Provider current certificates of Lessee's applicable insurance, insurance and a report, report signed by Lessee's regular insurance broker or any other independent a firm of independent aircraft insurance brokers reasonably acceptable to Lessor appointed by Company (which brokers may be in the regular employ of Lessee (the "Insurance Brokers"Company), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the commercial hull and liability insurance then carried and maintained on the Aircraft complies with the terms hereof; provided, that all . All information contained in the foregoing such report shall not be made available Confidential Information and shall be treated by Lessor, the Indenture Loan Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees each Liquidity Provider and each of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their Affiliates and their respective counselofficers, independent certified public accountants directors, agents and independent insurance brokers or other agents, who agree employees in accordance with the provisions of Section 10.16. Company will use commercially reasonable efforts to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker firm to agree to advise Lessor, the Indenture Trustee, the Owner Participant notify Loan Trustee and the Pass Through Trustee in writing each Liquidity Provider of any act or omission on the part of Lessee Company of which it such firm has knowledge and which that might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft Aircraft. Company will use commercially reasonable efforts to cause such firm to notify Loan Trustee and to advise in writing at least thirty (30) days (ten (10) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the each Liquidity Provider as promptly as practicable after such firm acquires knowledge that a cancellation or material adverse change of any insurance carried and maintained on the Aircraft pursuant to this Section 11, 7.06 will occur. Such information may only be provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced other Persons in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent accordance with the terms hereofSection 10.16. In the event that Lessee or any Sublessee Company shall fail to maintain or to cause to be maintained insurance as herein provided, Lessor or the Indenture Loan Trustee may at its sole optionoption obtain such insurance (giving Company prompt written notice thereof, but the failure to so notify Company shall be under no duty to, provide such insurance not in any way affect the rights of Loan Trustee hereunder) and, in such event, Lessee Company shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, Loan Trustee for the cost thereof to Lessor or Loan Trustee of such insurance, together with interest thereon at the Indenture Trustee, as Past Due Rate for the case may beperiod commencing with the date such cost was paid to the date of reimbursement; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, Loan Trustee of said option shall affect the provisions of this LeaseIndenture, including the provisions that failure by Company to maintain the prescribed insurance shall constitute an Event of Section 14(g).Default. Indenture and Security Agreement (2019-1 EETC) N510DN

Reports, Etc. Lessee will furnish, or cause furnish to be furnished, to Lessor, the Indenture Trustee, Lessor and the Owner Participant and the Pass Through Trustee, (A) on or before prior to the Delivery Date, insurance certificates describing in reasonable detail the insurance maintained by Lessee as required pursuant to this Section 9, (B) prior to the cancellation, lapse or expiration of the insurance policies required pursuant to this Section 9, evidence of renewal of such insurance policies, and (C) on or prior to the Delivery Date and on each annual anniversary date or before the renewal dates of Lessee's applicable insurancethe insurance policies carried by the Lessee pursuant to this Section 9 (but no less frequently than annually), a report, report signed by Lessee's regular insurance broker or any other independent a firm of aircraft insurance brokers brokers, not affiliated with the Lessee, appointed by the Lessee and reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect satisfactory to the Aircraft and Lessor, stating the opinion of such firm that (i) all premiums in connection with the insurance then due have been paid and (ii) the insurance then carried and maintained on the Aircraft complies with the terms hereof; providedhereof and is in full force and effect and, in the case of renewal insurance, that such renewal insurance will on and after the effective date thereof so comply with the terms hereof, provided that all -------- information contained in such report shall be held confidential by the foregoing report Lessor and the Owner Participant, and shall not be made available furnished or disclosed by Lessorthem to anyone except their legal counsel, the Indenture Trustee insurance brokers or advisors, bona fide prospective transferees of the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agents (provided that they shall agree for the benefit of the Lessee to hold all such -------- information similarly confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only Applicable Law. The Lessee will instruct such firm to give prompt written advice to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, Lessor and the Owner Participant and the Pass Through Trustee in writing of any default in the payment of any premium and of any other act or omission on the part of the Lessee of which it has knowledge and which might would in such firm's opinion invalidate or render unenforceable, in whole or in any material part, any insurance on the Aircraft and Aircraft. The Lessee will also instruct such firm to advise the Lessor and the Owner Participant in writing at least thirty 30 days prior to the termination or cancellation of, or material adverse change in, such insurance carried and maintained on the Aircraft pursuant to this Section 9 (30) days (ten (10) days or such lesser period as may be applicable in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(gcoverage).

Reports, Etc. Lessee Sublessee will furnishcause its insurance broker to furnish Sublessor, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant Lender and the Pass Through Trustee, each Additional Insured or Loss Payee (i) on or before the Delivery Date and of the Aircraft, (ii) on each annual the policy anniversary date of Lessee's applicable insurancethereafter, and (iii) on the date a Replacement Engine or Replacement Propeller is conveyed to Lessor pursuant to SECTION 12.4, a report, dated the day of its delivery, signed by LesseeSublessee's regular insurance broker or any other independent firm of insurance brokers broker, reasonably acceptable to Sublessor, Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers")and Lender, describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained on the Aircraft, certifying that such insurance complies with respect to the Aircraft terms hereof and that the terms of this SECTION 13 have been endorsed on such policies, and stating the opinion of such firm broker that such insurance is in an amount deemed adequate, based upon normal industry practice, for the insurance complies protection of the respective interests of Sublessor, Lessor, Lender and each Additional insured or Loss. Payee and each Covered Person, and is usual for corporations operating similar aircraft and similarly situated with the terms hereof; providedSublessee, that all information contained in the foregoing report PROVIDED, HOWEVER, such opinion shall not be made available by deemed to be a guarantee or other undertaking that such limits will be adequate under all circumstances. Sublessee will advise and will cause its insurance broker to advise Sublessor, Lessor, the Indenture Trustee Lender and each Additional Insured or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee Loss Payee in writing promptly 'of any default in the payment of any premium and of any other act or omission on the part of Lessee of which it has knowledge and Sublessee which might invalidate or render reader unenforceable, in whole or in part, any insurance on the Aircraft Aircraft. Sublessee shall cause its insurance broker to furnish to Sublessor, Lessor and to advise in writing at least each Additional insured or Loss Payee on the Delivery Date or as soon as available thereafter but not later than thirty (30) days after the Delivery Date, copies of any insurance certificates required to be carried hereunder, and within fifteen (ten (1015) days in the case of war risk and allied perils coverage and ten (10) days notice replacement thereof, copies of such replacement insurance certificates, or with respect to any Replacement Engine or Replacement Propeller, within fifteen (15) days of replacement thereof, certificates evidencing the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior insurance required to the cancellation or material adverse change of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainablecarried hereunder. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any If Sublessee shall fail fails to maintain or cause to be maintained insurance as herein providedprovided herein, Sublessor, Lessor or the Indenture Trustee may any Additional insured or Loss payee may, at its sole option, but shall be under no duty to, provide such insurance and, and in such event, Lessee Sublessee shall, upon demand, reimburse Sublessor, Lessor or such Additional Insured or Loss Payee, as the Indenture Trusteecase may be, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g)thereof.

Reports, Etc. Lessee Sublessee will furnish, or cause to be furnished, to Sublessor, Head Lessor, the Indenture Trustee, and the Owner Participant and the Pass Through TrusteeParticipant, on or before the Delivery Date for an Item of Equipment and on each annual anniversary date of Lessee's Sublessee’s applicable insurance, a reportan undertaking, signed by Lessee's Sublessee’s regular insurance broker or any other independent firm of insurance brokers reasonably acceptable to Lessor Sublessor which brokers may be in the regular employ of Lessee Sublessee (the "“Insurance Brokers"”), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines Engines, Propellers, Spare Engines and partsParts) then carried and maintained with respect to the Aircraft such Item of Equipment and stating the opinion of such firm that the insurance complies with the terms hereofof this Sublease; provided, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above undertaking shall be made only subject to the extent necessary to meet the specific requirements or needs terms and conditions of Section 12(i) of the Persons to whom such disclosures are hereby permittedAdditional Agreement. Lessee Sublessee will cause such Insurance Broker to agree to advise Sublessor, Head Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through Trustee in writing of any act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and to advise in writing at least thirty (30) days (ten seven (107) days in the case of war war-risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsementcoverage), prior to the cancellation or material adverse change of any insurance maintained pursuant to this Section 11, 10; provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee Sublessee will also cause such Insurance Brokers Broker to deliver to Head Lessor, Sublessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee Sublessee to such parties on the relevant Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee Sublessee or any Permitted Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee Sublessor may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee Sublessee shall, upon demand, reimburse Lessor or the Indenture Trustee, Sublessor as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may beSublessor; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, Sublessor of said option shall affect the provisions of this LeaseSublease, including the provisions of Section 14(g13(g).

Reports, Etc. Lessee The Owner will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or before the Delivery Closing Date and on or before July 1 in each annual anniversary date of Lessee's applicable insuranceyear thereafter commencing July, _____, a report, signed by Lessee's regular insurance broker Aon Risk Services, Inc., Aon Risk Services of Minnesota, Inc. or any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee Indenture Trustee (the "Insurance BrokersINSURANCE BROKERS"), describing in reasonable detail the hull insurance and liability insurance (and property insurance for detached engines and parts) reinsurance then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance then carried and maintained with respect to the Aircraft complies with the terms hereof; providedPROVIDED, HOWEVER, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee Loan Participants to anyone except (iA) to prospective and permitted transferees of Lessor's, the Owner Participant's, Loan Participants' or the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, Trustee who agree to hold such information confidential, (iiB) to Lessor's, the Owner Participant's, Loan Participants' or the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, accountants or independent insurance brokers or agents advisors who agree to hold such information confidential or (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee The Owner will cause such Insurance Broker Brokers to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing of any default in the payment of any premium and of any other act or omission on the part of Lessee the Owner of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and Aircraft. To the extent such agreement is reasonably obtainable, the Owner will also cause such Insurance Brokers to agree to advise the Indenture Trustee in writing at least thirty (30) days (ten seven (107) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsementcoverage), prior to the cancellation expiration or material adverse change termination date of any insurance carried and maintained on the Aircraft pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable7.04. In addition, Lessee the Owner will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee the Owner to such parties party on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereofClosing Date. In the event that Lessee the Owner or any Sublessee Lessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, option provide such insurance and, in such event, Lessee the Owner shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, Trustee for the cost thereof to Lessor or the Indenture Trustee, as the case without waiver of any other rights Indenture Trustee may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g)have.

Reports, Etc. Lessee The Borrower will furnish, or cause furnish to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, Lender (A) on or before prior to the Delivery Date, insurance certificates describing in reasonable detail the insurance maintained by the Borrower as required pursuant to this Section 3.4, (B) prior to the cancellation, lapse or expiration of the insurance policies required pursuant to this Section 3.4, evidence of renewal of such insurance policies, and (C) on or prior to the Delivery Date and on each annual anniversary date or before the renewal dates of Lessee's applicable insurancethe insurance policies carried by the Borrower pursuant to this Section 3.4, a report, report signed by Lessee's regular insurance broker or any other independent a firm of aircraft insurance brokers brokers, not affiliated with the Borrower, appointed by the Borrower and reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect satisfactory to the Aircraft and Lender, stating the opinion of such firm that all premiums in connection with the insurance then due have been paid and the insurance then carried and maintained on the Aircraft complies with the terms hereof and, in the case of renewal insurance, that such renewal insurance will on and after the effective date thereof so comply with the terms hereof; provided, PROVIDED that all information contained in such report shall be held confidential by the foregoing report Lender, and shall not be made available furnished or disclosed by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee them to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective legal counsel, independent certified public accountants and independent insurance brokers or other agentsadvisors, who bona fide prospective transferees of the Lender and their respective agents (PROVIDED that they shall agree for the benefit of the Borrower to hold all such information similarly confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only Applicable Law. The Borrower will instruct such firm to give prompt written advice to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing Lender of any default in the payment of any premium and of any other act or omission on the part of Lessee the Borrower of which it has knowledge and which might would in such firm's opinion invalidate or render unenforceable, in whole or in any material part, any insurance on the Aircraft and Aircraft. The Borrower will also instruct such firm to advise the Lender in writing at least thirty 30 days prior to the termination or cancellation of, or material adverse change in, such insurance carried and maintained on the Aircraft pursuant to this Section 3.4 (30) days (ten (10) days or such lesser period as may be applicable in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(gcoverage).

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner ---------------- Lessor and each owner Participant and the Pass Through Trustee, on or before the Delivery Date and during each calendar year there- Federal Express Boeing 727-2D4 N362PA after on each annual or before the anniversary date of Lessee's applicable insurance, the Delivery Date a report, signed by Lessee's regular insurance broker (i) Alexander & Alexander of Texas, Inc., (ii) Arkwright Mutual Insurance Company or (iii) any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the such insurance complies with the terms hereof; provided, that all information -------- contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee Lessor or the each Owner Participant or the Pass Through Trustee to anyone except (iA) to prospective and permitted transferees of Lessor's, the 's or each Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agentsinterest, who agree to hold such information confidential, (iiB) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trusteeeach owner Participant's counsel or independent certified public accountants, independent insurance brokers or other agents who agree to hold such information confidential or confidential, (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulationregulation or (D) as may be necessary for purposes of protecting the interests of any such person or for enforcement of this Lease by the Lessor; provided, however however, that any disclosure and all disclosures permitted by clause (iiiC) or (D) above -------- ------- shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker Brokers to agree to advise Lessor, the Indenture Trustee, the Lessor and each Owner Participant and the Pass Through Trustee in writing of any default in the payment of any premium and of any other act or omission on the part of Lessee of which it has actual knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft as required by the terms hereof and to advise such Persons in writing at least thirty (30) 30 days (ten (10) 7 days in the case of war risk and allied perils coverage and ten (10or such longer period as may be customary) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation (but not scheduled expiration) or material adverse change of any insurance maintained pursuant to this Section 11; provided, provided that if the notice -------- period specified above is not reasonably obtainable, the Insurance Broker Brokers shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Lessor and each Owner Participant and the Pass Through TrusteeParticipant, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the Federal Express Boeing 727-2D4 N362PA terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, option provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture TrusteeLessor, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may beLessor; provided, however, that no exercise by the Lessor or the Indenture Trustee, as the case may be, of said option shall affect -------- ------- the provisions of this Lease, including the provisions that failure by the Lessee to maintain the prescribed insurance shall constitute a Lease Event of Section 14(g)Default.

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on On or before the Delivery Closing Date and on each annual anniversary date annually following renewal of Lessee's applicable insuranceDebtors’ insurance coverage, and upon delivery of Aircraft Collateral under an Eligible Lease, Debtors will furnish to Collateral Agent a report, certificate of insurance evidencing the insurance coverage required by this Agreement and a broker letter signed by Lessee's regular insurance broker or any other independent a firm of independent aircraft insurance brokers reasonably acceptable appointed by Debtors (or the lessee under an Eligible Lease). Debtors will cause such firm (and require the lessee under any Eligible Lease) to Lessor which brokers may be notify Collateral Agent and Administrative Agent, as promptly as practicable after such firm acquires knowledge of any notice of cancellation or material change in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance complies with the terms hereof; provided, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing of any act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and if such broker ceases to advise in writing at least thirty be the insurance broker to Debtors (30) days (ten (10) days in the case of war risk and allied perils coverage and ten (10) days notice with respect or to the Electronic Date Recognition Exclusion Limited Coverage Endorsementapplicable lessee under the Eligible Lease), prior to the cancellation or material adverse change of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee Debtors (or the lessee under any Sublessee Eligible Lease) shall fail to maintain or to cause to be maintained insurance as herein provided, Lessor or Collateral Agent (acting at the Indenture Trustee written direction of the Required Lenders), may at its sole option, but shall be under no duty to, provide option obtain such insurance (giving Debtors prompt written notice thereof) and, in such event, Lessee Debtors shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental RentCollateral Agent, for the cost thereof to Lessor or Collateral Agent of such insurance, together with interest thereon at the Indenture Trusteerate specified in Section 2.07 of the Credit Agreement commencing with the date such cost was paid to the date of reimbursement. Notwithstanding anything to the contrary herein, as insurance certificates providing the case may becoverage and provisions indicated above shall be provided by Debtors to Collateral Agent; provided, however, Debtors shall be entitled to maintain insurance in respect of the Aircraft for the purposes of this Agreement which incorporates the terms and conditions of AVN.67B into such insurance. To the extent that any provision of AVN.67B conflicts or is otherwise inconsistent with the requirements of this Agreement relating to insurance coverage and evidence thereof, then (so long as it shall be general industry practice to insure aircraft that are financed or leased on the basis of such endorsement) such conflicting or inconsistent provisions of AVN.67B shall prevail and such endorsement shall be deemed to satisfy the requirements of this Agreement. In no exercise by Lessor event shall Collateral Agent have any responsibility to determine or monitor whether the Debtors’ insurance coverage (or the Indenture Trustee, as insurance coverage under an Eligible Lease) complies with the case may be, of said option shall affect the provisions terms and conditions of this LeaseSection 2.08, including such responsibility being the provisions sole obligation of Section 14(g)the Debtors.

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on On or before the Delivery Closing Date and on each annual anniversary date annually following renewal of Lessee's applicable insuranceDebtors’ insurance coverage, and upon delivery of Aircraft Collateral under an Eligible Lease, Debtors will furnish to Collateral Agent a report, certificate of insurance evidencing the insurance coverage required by this Agreement and a broker letter signed by Lessee's regular insurance broker or any other independent a firm of independent aircraft insurance brokers reasonably acceptable appointed by Debtors (or the lessee under an Eligible Lease). Debtors will cause such firm (and require the lessee under any Eligible Lease) to Lessor which brokers may be notify Collateral Agent and Administrative Agent, as promptly as practicable after such firm acquires knowledge of any notice of cancellation or material change in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance complies with the terms hereof; provided, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing of any act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and if such broker ceases to advise in writing at least thirty be the insurance broker to Debtors (30) days (ten (10) days in the case of war risk and allied perils coverage and ten (10) days notice with respect or to the Electronic Date Recognition Exclusion Limited Coverage Endorsementapplicable lessee under the Eligible Lease), prior to the cancellation or material adverse change of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee Debtors (or the lessee under any Sublessee Eligible Lease) shall fail to maintain or to cause to be maintained insurance as herein provided, Lessor or Collateral Agent (acting at the Indenture Trustee written direction of the Required Lenders), may at its sole option, but shall be under no duty to, provide option obtain such insurance (giving Debtors prompt written notice thereof) and, in such event, Lessee Debtors shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental RentCollateral Agent, for the cost thereof to Lessor or Collateral Agent of such insurance, together with interest thereon at the Indenture Trusteerate specified in Section 2.07 of the Credit Agreement commencing with the date such cost was paid to the date of reimbursement. Notwithstanding anything to the contrary herein, as insurance certificates providing the case may becoverage and provisions indicated above shall be provided by Debtors to Collateral Agent; provided, however, Debtors shall be entitled to maintain insurance in respect of the Aircraft for the purposes of this Agreement which incorporates the terms and conditions of AVN.67B into such insurance. To the extent that any provision of AVN.67B conflicts or is otherwise inconsistent with the requirements of this Agreement relating to insurance coverage and evidence thereof, then (so long as it shall be general industry practice to insure aircraft that are financed or leased on the basis of such endorsement) such conflicting or inconsistent provisions of AVN.67B shall prevail and such endorsement shall be deemed to satisfy the requirements of this Agreement. In no exercise by Lessor event shall Collateral Agent have any responsibility to determine or monitor whether the Debtors’ insurance coverage (or the Indenture Trustee, as insurance coverage under an Eligible Lease) complies with the case may be, of said option shall affect the provisions terms and conditions of this LeaseSection 2.08, including such responsibility being the provisions sole obligation of the Debtors. Section 14(g)2.09.

Reports, Etc. Lessee will furnish, or cause furnish to be furnished, to the Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, Indenture Trustee (A) on or before prior to the Delivery Date, insurance certificates describing in reasonable detail the insurance maintained by Lessee as required pursuant to this Section 9, (B) prior to the cancellation, lapse or expiration of the insurance policies required pursuant to this Section 9, evidence of renewal of such insurance policies, and (C) on or prior to the Delivery Date and on each annual anniversary date or before the renewal dates of Lessee's applicable insurancethe insurance policies carried by the Lessee pursuant to this Section 9, a report, report signed by Lessee's regular insurance broker or any other independent a firm of aircraft insurance brokers brokers, not affiliated with the Lessee, appointed by the Lessee and reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect satisfactory to the Aircraft and Lessor, stating the opinion of such firm that all premiums in connection with the insurance then due have been paid and the insurance then carried and maintained on the Aircraft complies with the terms hereof and, in the case of renewal insurance, that such renewal insurance will on and after the effective date thereof so comply with the terms hereof; provided, provided that all information contained in such report shall be held confidential by the foregoing report Lessor and the Indenture Trustee, and shall not be made available furnished or disclosed by Lessor, the Indenture Trustee or them to anyone except bona fide prospective transferees of the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agents (provided that they shall agree for the benefit of the Lessee to hold all such information similarly confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only Applicable Law. The Lessee will instruct such firm to give prompt written advice to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Indenture Trustee in writing of any default in the payment of any premium and of any other act or omission on the part of the Lessee of which it has knowledge and which might would in such firm's opinion invalidate or render unenforceable, in whole or in any material part, any insurance on the Aircraft and Aircraft. The Lessee will also instruct such firm to advise the Lessor, the Owner Participant and the Indenture Trustee in writing at least thirty 30 days prior to the termination or cancellation of, or material adverse change in, such insurance carried and maintained on the Aircraft pursuant to this Section 9 (30) days (ten (10) days or such lesser period as may be applicable in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(gcoverage).

Reports, Etc. Lessee Owner will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant Trustee and the Pass Through Trustee, on or before the Delivery Date and on each annual anniversary date of LesseeOwner's applicable insurance, a report, signed by LesseeOwner's regular insurance broker or any other independent firm of insurance brokers reasonably acceptable to Lessor the Indenture Trustee which brokers may be in the regular employ of Lessee Owner (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance complies with the terms hereof; provided, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a the Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee Owner will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing of any act or omission on the part of Lessee Owner of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and to advise in writing at least thirty (30) days (ten seven (107) days in the case of war risk and allied perils coverage coverage) and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to Section 117.04, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee Owner will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant Trustee and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee Owner to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee Owner or any Sublessee Lessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee Owner shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, Trustee for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(g).

Reports, Etc. Lessee Owner will furnish, or cause to be furnished, to Lessor, ------------ the Indenture Trustee, the Owner Participant and the Pass Through Trustee, Trustee on or before the Delivery Date Closing Date, and on each annual anniversary date renewal of Lessee's the applicable insuranceinsurances, a report, signed by Lessee's regular insurance broker AON Risk Services of Illinois, Inc. or any other independent firm of insurance brokers reasonably acceptable to Lessor the Indenture Trustee which brokers may be in the regular employ of Lessee Owner (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the such insurance complies with the terms hereof; provided, provided that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (iA) to any Noteholder's or to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trusteeany Noteholder's interest or their its respective counsel, independent certified public accountants and accountants, independent insurance brokers or other agents, who agree to hold such information confidential, (iiB) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or other agents who agree to hold such information confidential or confidential, (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation, or (D) as may be necessary for purposes of protecting the interest of any such Person or for enforcement of this Agreement by the Indenture Trustee; provided, however further, that any disclosure and all disclosures permitted by clause clauses (iiiC) or (D) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee Owner will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing of any act or omission on the part of Lessee Owner of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and to advise the Indenture Trustee in writing at least thirty (30) 30 days (ten (10) 7 days in the case of war risk and allied perils coverage and ten (10coverage) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to this Section 11, 4.03; provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee Owner or any Sublessee Permitted Lessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may or Pass Through Trustee may, at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee Owner shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, Trustee or Pass Through Trustee for the cost thereof to Lessor or the Indenture Trustee or Pass Through Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee or Pass Through Trustee, as the case may be, of said option shall affect the provisions of this LeaseAgreement, including the provisions that failure by Owner to maintain the prescribed insurance shall constitute an Event of Section 14(gDefault. [Trust Indenture and Mortgage (2001-1 747-1).]

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or before the Delivery Commencement Date and on or before July 1 in each annual anniversary date of Lessee's applicable insuranceyear thereafter during the Term commencing July, 200_ [July following closing date], a report, signed by Lessee's regular insurance broker Aon Risk Services, Inc. or any other independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee (the "“Insurance Brokers"”), describing in reasonable detail the hull insurance and liability insurance (and property insurance for detached engines and parts) reinsurance then carried and maintained with respect to the Aircraft Engine and stating the opinion of such firm that the insurance then carried and maintained with respect to the Engine complies with the terms hereof; provided, however, that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee Lessor to anyone except (iA) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's ’s interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (iiB) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's ’s counsel or independent certified public accountants, accountants or independent insurance brokers or agents advisors who agree to hold such information confidential or confidential, (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that regulation or as may be requested by any disclosure permitted regulatory agency or body having authority or (D) as may be necessary for purposes of protecting the interests of any such Person or for the enforcement of this Lease by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permittedLessor. Lessee will cause such Insurance Broker Brokers to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee Lessor in writing of any default in the payment of any premium and of any other act or omission on the part of Lessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and Engine. To the extent such agreement is reasonably obtainable, Lessee will also cause such Insurance Brokers to agree to advise Lessor in writing at least thirty (30) days (ten seven (107) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsementcoverage), prior to the cancellation expiration or material adverse change termination date of any insurance carried and maintained on the Engine pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereofCommencement Date. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee its designee may at its sole option, but shall be under no duty to, option provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture TrusteeLessor, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trusteesuch designee, as the case may be, without waiver of any other rights Lessor or such designee may have; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, such designee of said option shall affect the provisions of this Lease, including the provisions of Section 14(g)) hereof.

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on On or before the Delivery Closing Date and on annually following renewal of Company’s insurance coverage, Company will furnish to Loan Trustee and each annual anniversary date Liquidity Provider current certificates of Lessee's applicable insurance, insurance and a report, report signed by Lessee's regular insurance broker or any other independent a firm of independent aircraft insurance brokers reasonably acceptable to Lessor appointed by Company (which brokers may be in the regular employ of Lessee (the "Insurance Brokers"Company), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the commercial hull and liability insurance then carried and maintained on the Aircraft complies with the terms hereof; provided, that all . All information contained in the foregoing such report shall not be made available Confidential Information and shall be treated by Lessor, the Indenture Loan Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees each Liquidity Provider and each of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their Affiliates and their respective counselofficers, independent certified public accountants directors, agents and independent insurance brokers or other agents, who agree employees in accordance with the provisions of Section 10.16. Company will use commercially reasonable efforts to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker firm to agree to advise Lessor, the Indenture Trustee, the Owner Participant notify Loan Trustee and the Pass Through Trustee in writing each Liquidity Provider of any act or omission on the part of Lessee Company of which it such firm has knowledge and which that might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft Aircraft. Company will use commercially reasonable efforts to cause such firm to notify Loan Trustee and to advise in writing at least thirty (30) days (ten (10) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the each Liquidity Provider as promptly as practicable after such firm acquires knowledge that a cancellation or material adverse change of any insurance carried and maintained on the Aircraft pursuant to this Section 11, 7.06 will occur. Such information may only be provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainableto other Persons in accordance with Section 10.16. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. Security Agreement (2020-1 EETC) N822NW In the event that Lessee or any Sublessee Company shall fail to maintain or to cause to be maintained insurance as herein provided, Lessor or the Indenture Loan Trustee may at its sole optionoption obtain such insurance (giving Company prompt written notice thereof, but the failure to so notify Company shall be under no duty to, provide such insurance not in any way affect the rights of Loan Trustee hereunder) and, in such event, Lessee Company shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, Loan Trustee for the cost thereof to Lessor or Loan Trustee of such insurance, together with interest thereon at the Indenture Trustee, as Past Due Rate for the case may beperiod commencing with the date such cost was paid to the date of reimbursement; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, Loan Trustee of said option shall affect the provisions of this LeaseIndenture, including the provisions that failure by Company to maintain the prescribed insurance shall constitute an Event of Section 14(g)Default.

Reports, Etc. Lessee Sublessee will furnish, or cause to be furnished, to Sublessor, Head Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through TrusteeParticipant, on or before the Delivery Commencement Date and on or before July 1 in each annual anniversary date of Lessee's applicable insuranceyear thereafter during the Term commencing July, 200 [July following closing date], a report, signed by Lessee's regular insurance broker Aon Risk Services, Inc. or any other independent firm of insurance brokers reasonably acceptable to Sublessor and Head Lessor which brokers may be in the regular employ of Lessee (the "“Insurance Brokers"”), describing in reasonable detail the hull insurance and liability insurance (and property insurance for detached engines and parts) reinsurance then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the insurance then carried and maintained with respect to the Aircraft complies with the terms hereof; provided, however, that all information contained in the foregoing report shall not be made available by Sublessor, Head Lessor, the Indenture Trustee Trustee, the Loan Participants or the Owner Participant or the Pass Through Trustee to anyone except (iA) to prospective and permitted transferees of Sublessor’s, Head Lessor's’s, the Loan Participants’ or the Owner Participant's, ’s or the Indenture Trustee's or the Pass Through Trustee's ’s interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (iiB) to Sublessor’s, Head Lessor's’s, the Loan Participants’ or the Owner Participant's, ’s or the Indenture Trustee's or a Pass Through Trustee's ’s counsel or independent certified public accountants, accountants or independent insurance brokers or agents advisors who agree to hold such information confidential or confidential, (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that regulation or as may be requested by any disclosure permitted regulatory agency or body having authority or (D) as may be necessary for purposes of protecting the interests of any such Person or for the enforcement of this Sublease by clause (iii) above shall be made only to Sublessor or the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permittedHead Lease by Head Lessor. Lessee Sublessee will cause such Insurance Broker Brokers to agree to advise Sublessor, Head Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through Trustee Loan Participants in writing of any default in the payment of any premium and of any other act or omission on the part of Lessee Sublessee of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and Aircraft. To the extent such agreement is reasonably obtainable, Sublessee will also cause such Insurance Brokers to agree to advise Sublessor, the Head Lessor, the Indenture Trustee and the Owner Participant and the Loan Participants in writing at least thirty (30) days (ten seven (107) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsementcoverage), prior to the cancellation expiration or material adverse change termination date of any insurance carried and maintained on the Aircraft pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee Sublessee will also cause such Insurance Brokers to deliver to Sublessor, Head Lessor, the Indenture Trustee, Trustee and the Owner Participant and the Pass Through TrusteeLoan Participants, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee Sublessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereofCommencement Date. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor Sublessor or the Indenture Trustee its designee may at its sole option, but shall be under no duty to, option provide such insurance and, in such event, Lessee Sublessee shall, upon demand, reimburse Lessor or the Indenture TrusteeSublessor, as Supplemental Rent, for the cost thereof to Lessor Sublessor or the Indenture Trusteesuch designee, as the case may be, without waiver of any other rights Sublessor or such designee may have; provided, however, that no exercise by Lessor Sublessor or the Indenture Trustee, as the case may be, such designee of said option shall affect the provisions of this LeaseSublease, including the provisions of Section 14(g)) hereof.

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on On or before the Delivery Closing Date and on annually following renewal of Company’s insurance coverage, Company will furnish to Loan Trustee and each annual anniversary date Liquidity Provider current certificates of Lessee's applicable insurance, insurance and a report, report signed by Lessee's regular insurance broker or any other independent a firm of independent aircraft insurance brokers reasonably acceptable to Lessor appointed by Company (which brokers may be in the regular employ of Lessee (the "Insurance Brokers"Company), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the commercial hull and liability insurance then carried and maintained on the Aircraft complies with the terms hereof; provided, that all . All information contained in the foregoing such report shall not be made available Confidential Information and shall be treated by Lessor, the Indenture Loan Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees each Liquidity Provider and each of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their Affiliates and their respective counselofficers, independent certified public accountants directors, agents and independent insurance brokers or other agents, who agree employees in accordance with the provisions of Section 10.16. Company will use commercially reasonable efforts to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker firm to agree to advise Lessor, the Indenture Trustee, the Owner Participant notify Loan Trustee and the Pass Through Trustee in writing each Liquidity Provider of any act or omission on the part of Lessee Company of which it such firm has knowledge and which that might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft Aircraft. Company will use commercially reasonable efforts to cause such firm to notify Loan Trustee and to advise in writing at least thirty (30) days (ten (10) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the each Liquidity Provider as promptly as practicable after such firm acquires knowledge that a cancellation or material adverse change of any insurance carried and maintained on the Aircraft pursuant to this Section 11, 7.06 will occur. Such information may only be provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced other Persons in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent accordance with the terms hereofSection 10.16. In the event that Lessee or any Sublessee Company shall fail to maintain or to cause to be maintained insurance as herein provided, Lessor or the Indenture Loan Trustee may at its sole optionoption obtain such insurance (giving Company prompt written notice thereof, but the failure to so notify Company shall be under no duty to, provide such insurance not in any way affect the rights of Loan Trustee hereunder) and, in such event, Lessee Company shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, Loan Trustee for the cost thereof to Lessor or Loan Trustee of such insurance, together with interest thereon at the Indenture Trustee, as Past Due Rate for the case may beperiod commencing with the date such cost was paid to the date of reimbursement; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, Loan Trustee of said option shall affect the provisions of this LeaseIndenture, including the provisions that failure by Company to maintain the prescribed insurance shall constitute an Event of Section 14(g).Default. Indenture and Security Agreement (2019-1 EETC) N103DU

Reports, Etc. Lessee Borrower will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant Security Trustee and the Pass Through Trustee, Lender on or before the Delivery Closing Date and during each calendar year thereafter on each annual or before the anniversary date of Lessee's applicable insurance, the Closing Date a reportcertificate of insurance and broker’s letter of undertaking, signed by Lessee's regular insurance broker or any other an independent firm of insurance brokers reasonably acceptable to Lessor which brokers may be in the regular employ of Lessee Security Trustee (the "“Insurance Brokers"”), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines Engines and partsParts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the such insurance complies with the terms hereof; provided, hereof and that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their respective counsel, independent certified public accountants and independent insurance brokers or other agents, who agree to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permittedpremiums have been paid. Lessee Borrower will cause such Insurance Broker Brokers to agree to advise Lessor, the Indenture Trustee, the Owner Participant promptly Security Trustee and the Pass Through Trustee Lender in writing if the Insurance Brokers cease to be the insurance brokers to Borrower, or of the occurrence of any default in the payment of any premium and of any other act or omission on the part of Lessee Borrower of which it has actual knowledge and which that might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft as required by the terms hereof and to advise such Persons in writing at least thirty (30) 30 days (ten (10) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation (but not scheduled expiration) or material adverse change or lapse of any insurance required to be maintained pursuant to this Section 11, provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable4.01(e). In addition, Lessee Borrower will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Security Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee Borrower to such parties on the Delivery Closing Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail If Borrower fails to maintain or cause to be maintained insurance as herein provided, Lessor Security Trustee or the Indenture Trustee any Note Holder may at its sole option, but shall be under no duty towithout any obligation to do so, provide such insurance and, in such event, Lessee Borrower shall, upon demand, reimburse Lessor or the Indenture Security Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Security Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, Security Trustee of said option shall affect the provisions of this LeaseMortgage, including the provisions that failure by Borrower to maintain insurance prescribed hereunder shall constitute an Event of Section 14(g)Default.

Reports, Etc. Lessee Owner will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, Trustee on or before the Delivery Date Closing Date, and on each annual anniversary date renewal of Lessee's the applicable insuranceinsurances, a report, signed by Lessee's regular insurance broker AON Risk Services of Illinois, Inc. or any other independent firm of insurance brokers reasonably acceptable to Lessor the Indenture Trustee which brokers may be in the regular employ of Lessee Owner (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the such insurance complies with the terms hereof; provided, provided that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (iA) to any Noteholder's or to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trusteeany Noteholder's interest or their its respective counsel, independent certified public accountants and accountants, independent insurance brokers or other agents, who agree to hold such information confidential, (iiB) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or other agents who agree to hold such information confidential or confidential, (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation, or (D) as may be necessary for purposes of protecting the interest of any such Person or for enforcement of this Agreement by the Indenture Trustee; provided, however further, that any disclosure and all disclosures permitted by clause clauses (iiiC) or (D) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee Owner 39 [Trust Indenture and Mortgage (2000-2 747-1)] will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing of any act or omission on the part of Lessee Owner of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and to advise the Indenture Trustee in writing at least thirty (30) 30 days (ten (10) 7 days in the case of war risk and allied perils coverage and ten (10coverage) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to this Section 11, 4.03; provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee Owner or any Sublessee Permitted Lessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may or Pass Through Trustee may, at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee Owner shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, Trustee or Pass Through Trustee for the cost thereof to Lessor or the Indenture Trustee or Pass Through Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee or Pass Through Trustee, as the case may be, of said option shall affect the provisions of this LeaseAgreement, including the provisions that failure by Owner to maintain the prescribed insurance shall constitute an Event of Section 14(g)Default.

Reports, Etc. Lessee will furnish, or cause to be furnished, to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on On or before the Delivery Closing Date and on annually following renewal of Company’s insurance coverage, Company will furnish to Loan Trustee and each annual anniversary date Liquidity Provider current certificates of Lessee's applicable insurance, insurance and a report, report signed by Lessee's regular insurance broker or any other independent a firm of independent aircraft insurance brokers reasonably acceptable to Lessor appointed by Company (which brokers may be in the regular employ of Lessee (the "Insurance Brokers"Company), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the commercial hull and liability insurance then carried and maintained on the Aircraft complies with the terms hereof; provided, that all . All information contained in the foregoing such report shall not be made available Confidential Information and shall be treated by Lessor, the Indenture Loan Trustee or the Owner Participant or the Pass Through Trustee to anyone except (i) to prospective and permitted transferees each Liquidity Provider and each of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trustee's interest or their Affiliates and their respective counselofficers, independent certified public accountants directors, agents and independent insurance brokers or other agents, who agree employees in accordance with the provisions of Section 10.16. Company will use commercially reasonable efforts to hold such information confidential, (ii) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or agents who agree to hold such information confidential or (iii) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation; provided, however that any disclosure permitted by clause (iii) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee will cause such Insurance Broker firm to agree to advise Lessor, the Indenture Trustee, the Owner Participant notify Loan Trustee and the Pass Through Trustee in writing each Liquidity Provider of any act or omission on the part of Lessee Company of which it such firm has knowledge and which that might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft Aircraft. Company will use commercially reasonable efforts to cause such firm to notify Loan Trustee and to advise in writing at least thirty (30) days (ten (10) days in the case of war risk and allied perils coverage and ten (10) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the each Liquidity Provider as promptly as practicable after such firm acquires knowledge that a cancellation or material adverse change of any insurance carried and maintained on the Aircraft pursuant to this Section 11, 7.06 will occur. Such information may only be provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced other Persons in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent accordance with the terms hereofSection 10.16. In the event that Lessee or any Sublessee Company shall fail to maintain or to cause to be maintained insurance as herein provided, Lessor or the Indenture Loan Trustee may at its sole optionoption obtain such insurance (giving Company prompt written notice thereof, but the failure to so notify Company shall be under no duty to, provide such insurance not in any way affect the rights of Loan Trustee hereunder) and, in such event, Lessee Company shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, Loan Trustee for the cost thereof to Lessor or Loan Trustee of such insurance, together with interest thereon at the Indenture Trustee, as Past Due Rate for the case may beperiod N801DZ commencing with the date such cost was paid to the date of reimbursement; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, Loan Trustee of said option shall affect the provisions of this LeaseIndenture, including the provisions that failure by Company to maintain the prescribed insurance shall constitute an Event of Section 14(g)Default.

Reports, Etc. Lessee Owner will furnish, or cause to be furnished, to Lessor, ------------ the Indenture Trustee, the Owner Participant and the Pass Through Trustee, Trustee on or before the Delivery Date Closing Date, and on each annual anniversary date renewal of Lessee's the applicable insuranceinsurances, a report, signed by Lessee's regular insurance broker AON Risk Services of Illinois, Inc. or any other independent firm of insurance brokers reasonably acceptable to Lessor the Indenture Trustee which brokers may be in the regular employ of Lessee Owner (the "Insurance Brokers"), describing in reasonable detail the hull and liability insurance (and property insurance for detached engines and parts) then carried and maintained with respect to the Aircraft and stating the opinion of such firm that the such insurance complies with the terms hereof; provided, provided that all information contained in the foregoing report shall not be made available by Lessor, the Indenture Trustee or the Owner Participant or the Pass Through Trustee to anyone except (iA) to any Noteholder's or to prospective and permitted transferees of Lessor's, the Owner Participant's, the Indenture Trustee's or the Pass Through Trusteeany Noteholder's interest or their its respective counsel, independent certified public accountants and accountants, independent insurance brokers or other agents, who agree to hold such information confidential, (iiB) to Lessor's, the Owner Participant's, the Indenture Trustee's or a Pass Through Trustee's counsel or independent certified public accountants, independent insurance brokers or other agents who agree to hold such information confidential or confidential, (iiiC) as may be required by any statute, court or administrative order or decree or governmental ruling or regulation, or (D) as may be necessary for purposes of protecting the interest of any such Person or for enforcement of this Agreement by the Indenture Trustee; provided, however further, that any disclosure and all disclosures permitted by clause clauses (iiiC) or (D) above shall be made only to the extent necessary to meet the specific requirements or needs of the Persons to whom such disclosures are hereby permitted. Lessee Owner will cause such Insurance Broker to agree to advise Lessor, the Indenture Trustee, the Owner Participant and the Pass Through Trustee in writing of any act or omission on the part of Lessee Owner of which it has knowledge and which might invalidate or render unenforceable, in whole or in part, any insurance on the Aircraft and to advise the Indenture Trustee in writing at least thirty (30) 30 days (ten (10) 7 days in the case of war risk and allied perils coverage and ten (10coverage) days notice with respect to the Electronic Date Recognition Exclusion Limited Coverage Endorsement), prior to the cancellation or material adverse change of any insurance maintained pursuant to this Section 11, 4.03; provided that if the notice period specified above is not reasonably obtainable, the Insurance Broker shall provide for as long a period of prior notice as shall then be reasonably obtainable. In addition, Lessee will also cause such Insurance Brokers to deliver to Lessor, the [Trust Indenture Trustee, the Owner Participant and the Pass Through Trustee, on or prior to the date of expiration of any insurance policy referenced in a previously delivered certificate of insurance, a new certificate of insurance, substantially in the same form as delivered by Lessee to such parties on the Delivery Date except for such changes in the report or the coverage consistent with the terms hereof. In the event that Lessee or any Sublessee shall fail to maintain or cause to be maintained insurance as herein provided, Lessor or the Indenture Trustee may at its sole option, but shall be under no duty to, provide such insurance and, in such event, Lessee shall, upon demand, reimburse Lessor or the Indenture Trustee, as Supplemental Rent, for the cost thereof to Lessor or the Indenture Trustee, as the case may be; provided, however, that no exercise by Lessor or the Indenture Trustee, as the case may be, of said option shall affect the provisions of this Lease, including the provisions of Section 14(gMortgage ([_________]).]