Common use of Action Upon Instructions Clause in Contracts

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Action Upon Instructions. Subject to the terms of Sections 5.1 7.01 and 5.37.03 hereof, upon upon; the written instructions at any time and from time to time of a Majority in Interest of Owner ParticipantParticipants, Owner Trustee will take or refrain from taking such of the following action or actions, not inconsistent with the provisions of the Lease and the Trust Indenture, as may be specified in such instructions: , including, without limitation, (a) give enforcing provisions of the Lease, the Trust Termination Agreement, or the Participation Agreement, (b) executing and filing UCC-1 Financing Statements for informational purposes, (c) executing and delivering loan agreements with any lender (but only upon the written instruction of all Owner Participants), (d) executing and delivering amendments or supplements to the Lease, the Participation Agreement, or the other Operative Documents, (e) giving such notice or of direction or exercise exercising such right, remedy or power hereunder or under this Trust Agreement or any of the Lease, the Participation Agreement, the other Owner Trustee Agreements Operative Documents, or in respect of all or any part of the Trust Estate, or take taking such other action, action as shall be specified in such instructions (including entering into such agreements and instruments as shall be necessary under Section 10)instructions; (bf) take taking such action to preserve or protect the Trust Estate (including the discharge of Liensliens and encumbrances) as may be specified in such instructions; (cg) approve approving as satisfactory to it or consenting to all matters required by the terms of the Lease Lease, the Participation Agreement or the other Operative Agreements Documents to be satisfactory to Owner Trustee, it being understood that without the written instructions of a Majority in Interest of Owner ParticipantParticipants, Owner Trustee shall not approve any such matter as satisfactory to it; (d) subject it or consent to the rights of Lessee under the Operative Agreements, after the expiration or earlier termination of the Lease, convey all of Owner Trustee's right, title and interest in and to the Aircraft for such amount, on such terms and to such purchaser or purchasers as shall be designated in such instructions, or retain, lease or otherwise dispose of, or from time to time take such other action with respect to, the Aircraft on such terms as shall be designated in such instructions; and (e) take or refrain from taking such other action or actions as may be specified in such instructions.any

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

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