Common use of Return of Aircraft Clause in Contracts

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence (and reasonably acceptable to the Lessee), within the continental United States (on the Lessee's route structure as in effect on the return date) and the Airframe shall be fully equipped with two Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's Liens), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor will give the Lessee at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof) days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennessee.

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence Lessee (and reasonably acceptable to the LesseeOwner Participant), or if such termination is pursuant to Article 17 hereof, selected by the Lessor in its reasonable discretion, within or, if the Aircraft is then registered outside the United States, outside of the continental United States (on the Lessee's route structure as in effect on the return datedate and provided that the Lessee shall pay any incremental expenses incurred in connection with a redelivery outside the United States) and the Airframe shall be fully equipped with two Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's Liens), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor Lessee will give the Lessee Lessor at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof) 30 days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennesseestorage.

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwiseotherwise (including termination as a result of a rejection hereof pursuant to any provision of the Bankruptcy Code applicable to the Lessee), the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on upon such earlier termination of the Termination DateTerm, as the case may be, at a location on the Lessee's principal maintenance facility route system, as in Memphiseffect on the date of return, Tennessee or such other location specified in the forty-eight (48) contiguous states of the United States, as designated by the Lessor pursuant to the next succeeding sentence (and reasonably acceptable to the Lessee)Lessee or, within if such location designated by the continental United States (on Lessor is not reasonably acceptable to the Lessee's route structure as in effect on the return date) , at Memphis, Tennessee, and the Airframe shall be fully equipped with two three Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's LiensLiens (it being understood that, in connection with such transfer, the Owner Participant shall be responsible for removal of Lessor's Liens attributable to it, SSB shall be responsible for removal of Lessor's Liens attributable to it and the Owner Trustee shall be responsible for removal of Lessor's Liens attributable to the Owner Trustee, all in accordance with Section 7.03(b) or 7.04(b) as the case may be, of the Participation Agreement)), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value value, remaining useful life and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor will give the Lessee at least thirty (30) days' (or five (5) Business Days' in the case of a return pursuant to Article 17 hereof) days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennesseestorage.

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence (and reasonably acceptable to the Lessee), within the continental United States (on the Lessee's route structure as in effect on the return date) and the Airframe shall be fully equipped with two three Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's Liens), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor will give the Lessee at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof) days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennessee.

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence Lessee (and reasonably acceptable to the LesseeOwner Participant (or the Lessor so long as the Lien of the Indenture is in effect)), within or outside of the continental United States (on the Lessee's route structure as in effect on the return datedate and provided that the Lessee shall pay any incremental expenses incurred in connection with a redelivery outside the United States) and the Airframe shall be fully equipped with two Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's Liens), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor Lessee will give the Lessee Lessor at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof) 15 days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennesseestorage.

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence Lessee (and reasonably acceptable to the LesseeOwner Participant (or the Lessor so long as the Lien of the Indenture is in effect)), within the continental United States (on the Lessee's route structure as in effect on the return date) and the Airframe shall be fully equipped with two Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's Liens), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor Lessee will give the Lessee Lessor at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof) 15 days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennesseestorage.

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence Lessee (and reasonably acceptable to the LesseeLessor), within the continental United States (on the Lessee's route structure as in effect on the return date) and the Airframe shall be fully equipped with two three Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's LiensLiens (it being understood that, in connection with such transfer, the Owner Participant shall be responsible for removal of Lessor's Liens attributable to it, SSB shall be responsible for removal of Lessor's Liens attributable to it and the Owner Trustee shall be responsible for removal of Lessor's Liens attributable to the Owner Trustee, all in accordance with Section 7.03(b) or 7.04(b) as the case may be, of the Participation Agreement)), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor Lessee will give the Lessee Lessor at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof) 15 days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennesseestorage.

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence (and reasonably acceptable to the Lessee), within the continental United States (on the Lessee's route structure as in effect on the return date) and the Airframe shall be fully equipped with two three Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's Liens), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor will give the Lessee at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof17) days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered the Aircraft shall be returned in Memphis, Tennessee. If the Lessor furnishes to the Lessee a written request regarding the return of the Aircraft so as to enable the Lessor or the Owner Participant to realize "foreign trade income" as defined in Section 923(b) of the Code or other favorable tax treatment for Illinois state income tax purposes from the sale or release of the Aircraft, the Lessee will comply with such proposal to the extent the Lessee can do so without incurring any cost or expense not indemnified against by the Lessor in a manner reasonably acceptable to the Lessee and to the extent such compliance would not otherwise interfere with the Lessee's conduct of its business.

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwiseotherwise (including termination as a result of a rejection hereof pursuant to any provision of the Bankruptcy Code applicable to the Lessee), the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on upon such earlier termination of the Termination DateTerm, as the case may be, at a location on the Lessee's principal maintenance facility route system, as in Memphiseffect on the date of return, Tennessee or such other location specified in the forty-eight (48) contiguous states of the United States, as designated by the Lessor pursuant to the next succeeding sentence (and reasonably acceptable to the Lessee)Lessee or, within if such location designated by the continental United States (on Lessor is not reasonably acceptable to the Lessee's route structure as in effect on the return date) , at Memphis, Tennessee, and the Airframe shall be fully equipped with two three Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's LiensLiens (it being understood that, in connection with such transfer, the Owner Participant shall be responsible for removal of Lessor's Liens attributable to it, FSB shall be responsible for removal of Lessor's Liens attributable to it and the Owner Trustee shall be responsible for removal of Lessor's Liens attributable to the Owner Trustee, all in accordance with Section 7.03(b) or 7.04(b) as the case may be, of the Participation Agreement)), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value value, remaining useful life and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor will give the Lessee at least thirty (30) days' (or five (5) Business Days' in the case of a return pursuant to Article 17 hereof) days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered storage. If the Lessor furnishes to the Lessee a written request regarding the return of the Aircraft shall be returned so as to enable the Lessor or the Owner Participant to realize "foreign trade income" as defined in MemphisSection 923(b) of the Code or other favorable tax treatment for Illinois state income tax purposes from the sale or release of the Aircraft, Tennesseethe Lessee will comply with such proposal to the extent the Lessee can do so without incurring any cost or expense not indemnified against by the Lessor in a manner reasonably acceptable to the Lessee and to the extent such compliance would not otherwise interfere with the Lessee's conduct of its business.

Return of Aircraft. Unless the Aircraft is purchased by the Lessee as provided in Section 4.02 hereof, at the end of the Term, or upon the termination of this Lease pursuant to Article 10 or Article 17 hereof or otherwise, the Lessee, at its own cost and expense, will return the Aircraft by delivering it to the Lessor on the last day of the Term or on the Termination Date, as the case may be, at the Lessee's principal maintenance facility in Memphis, Tennessee or such other location specified by the Lessor pursuant to the next succeeding sentence Lessee (and reasonably acceptable to the LesseeOwner Participant), within or outside of the continental United States (on the Lessee's route structure as in effect on the return date) and the Airframe shall be fully equipped with two three Engines of the same or an improved make and model as were delivered on the Delivery Date (or Replacement Engines), free and clear of all Liens (other than Lessor's Liens), including any rights of third parties under pooling, interchange, overhaul, repair or similar agreements or arrangements, it being understood that all such Engines and Replacement Engines so returned shall be of identical make and model and that any Replacement Engine shall be in at least as good operating condition and have at least the same value and utility as the Engines being replaced, assuming such Engines were in the condition required hereunder. The Lessor Lessee will give the Lessee Lessor at least thirty (30) (or five (5) in the case of a return pursuant to Article 17 hereof) 15 days' prior written notice of the place of such return; provided, however, that if the Lessor shall have made the request for storage pursuant to Section 12.06 hereof, the Lessee shall return the Aircraft to the Lessor at the site of the storage and provided further that if notice is not delivered storage. If the Lessor furnishes to the Lessee a written request regarding the return of the Aircraft shall be returned so as to enable the Lessor or the Owner Participant to realize "foreign trade income" as defined in MemphisSection 923(b) of the Code from the sale or resale of the Aircraft, Tennesseethe Lessee will comply with such proposal to the extent the Lessee can do so without incurring any cost or expense not indemnified against by the Lessor in a manner reasonably acceptable to the Lessee and to the extent such compliance would not otherwise interfere with the Lessee's conduct of its business.