Common use of Termination on Excusable Delay Clause in Contracts

Termination on Excusable Delay. 10.3.1 If any Delivery is delayed as a result of an Excusable Delay for a period of more than ** after the last day of the Scheduled Delivery Month, then either party may terminate this Agreement with respect to the affected Aircraft, by giving written notice to the other party within ** after the expiration of such **. However, the Buyer will not be entitled to terminate this Agreement pursuant to this Clause 10.3.1 if the Excusable Delay is caused directly or indirectly by the action or inaction of the Buyer. 10.3.2 If the Seller advises the Buyer of a revised Scheduled Delivery Month pursuant to Clause 10.2.1(iv) that there will be a delay in Delivery of an Aircraft of more than ** after the last day of the Scheduled Delivery Month, then the Buyer may terminate this Agreement with respect to the affected Aircraft. Termination will be made by giving written notice to the other party within ** after the Buyer’s receipt of the notice of a revised Scheduled Delivery Month. However, the Buyer will not be entitled to terminate this Agreement pursuant to this Clause 10.3.2 if the Excusable Delay is caused directly or indirectly by the action or inaction of the Buyer. 10.3.3 Any termination pursuant to Clause 10.3.1 or 10.3.2 with respect to an affected Aircraft will discharge the obligations and liabilities of the parties hereunder with respect to such Aircraft,**. 10.3.4 If this Agreement is not terminated under the terms of Clause 10.3.1 or 10.3.2, then the Seller and the Buyer will mutually agree upon a new Scheduled Delivery Month after the ** period referred to in Clause 10.3.1 or 10.3.2, and this new Scheduled Delivery Month will be deemed to be an amendment to the applicable Scheduled Delivery Month in Clause 9.1.1. ** Confidential Treatment Requested. USA — Amended and Restated Airbus A350 XWB Purchase Agreement PA – 36 of 109 EXECUTION PRIVILEGED AND CONFIDENTIAL

Termination on Excusable Delay. 10.3.1 If the Delivery of any Delivery Aircraft is delayed as a result of an Excusable Delay for a period of more than [** **] after the last day of the Scheduled Delivery MonthMonth of such Aircraft as at the commencement of such Excusable Delay, then either party may the Buyer will be entitled to terminate this Agreement with respect only to [***] Confidential treatment requested by AerCap Holdings N.V. the Aircraft so affected by giving written notice to the Seller within thirty (30) days after the expiry of such [***] period. In the event that such delay will continue for an additional [***] month period after the expiration of such [***] months period, either party will have the option to terminate this Agreement with respect only to the Aircraft so affected Aircraft, by giving written notice to the other party within [** **] days after the expiration expiry of such additional [***] month period. However, the The Buyer will shall not be entitled to terminate this Agreement pursuant to this Clause 10.3.1 if the Excusable Delay is caused directly or indirectly by the action or inaction of the Buyer. 10.3.2 If the Seller advises the Buyer of results from a revised Scheduled Delivery Month pursuant to Clause 10.2.1(iv) that there will be a delay in Delivery of an Aircraft of more than ** after the last day of the Scheduled Delivery Month, then the Buyer may terminate this Agreement with respect to the affected Aircraftcause within its control. Termination will be made by giving written notice to the other party within ** after the Buyer’s receipt of the notice of a revised Scheduled Delivery Month. However, the Buyer will not be entitled to terminate this Agreement pursuant to this Clause 10.3.2 if the Excusable Delay is caused directly or indirectly by the action or inaction of the Buyer. 10.3.3 Any Such termination pursuant to Clause 10.3.1 or 10.3.2 with respect to an affected Aircraft will discharge the all obligations and liabilities of the parties hereunder with respect to such affected Aircraft,, except that the Seller will repay to the Buyer an amount equal to the entire amount of any Predelivery Payments received from the Buyer hereunder with respect to such affected Aircraft, [***]. 10.3.4 10.3.2 If, in respect of any Aircraft, the Seller concludes that the Delivery of such Aircraft shall be delayed for more than [***] months after the last day of the Scheduled Delivery Month of such Aircraft as at the commencement of such Excusable Delay, due to an Excusable Delay and as a result thereof reschedules Delivery of such Aircraft to a date or month reflecting such delay then the Seller shall promptly notify the Buyer in writing to this effect and shall include in such notification the new Scheduled Delivery Month. Either party may thereupon terminate this Agreement with respect to such Aircraft by giving written notice to the other party within [***] days after receipt by the Buyer of the notice of anticipated delay. Such termination will discharge all obligations and liabilities of the parties hereunder with respect to such affected Aircraft, except that the Seller will repay to the Buyer an amount equal to the entire amount of any Predelivery Payments received from the Buyer hereunder with respect to such affected Aircraft, [***]. 10.3.3 If this Agreement is shall not have been terminated under with respect to the terms of delayed Aircraft during the [***] day period referred to in either Clause 10.3.1 or 10.3.210.3.2 above, then the Seller shall be entitled to reschedule Delivery and the Buyer will mutually agree upon a new Scheduled Delivery Month after the ** period referred to in Clause 10.3.1 or 10.3.2, and this new Scheduled Delivery Month will shall be deemed to be an amendment notified to the applicable Scheduled Delivery Month in Clause 9.1.1. ** Confidential Treatment Requested. USA — Amended Buyer and Restated Airbus A350 XWB Purchase Agreement PA – 36 of 109 EXECUTION PRIVILEGED AND CONFIDENTIALshall be binding on the parties.

Termination on Excusable Delay. 10.3.1 If any Delivery is delayed as a result of an Excusable Delay for a period of more than ** after the last day of the Scheduled Delivery Month, then either party may terminate this Agreement with respect to the affected Aircraft, by giving written notice to the other party within ** *after the expiration of such **. However, the Buyer will not be entitled to terminate this Agreement pursuant to this Clause 10.3.1 if the Excusable Delay is caused directly or indirectly by the action or inaction of the Buyer. 10.3.2 If the Seller advises the Buyer of a revised Scheduled Delivery Month pursuant to Clause 10.2.1(iv) that there will be a delay in Delivery of an Aircraft of more than ** after the last day of the Scheduled Delivery Month, then the Buyer may terminate this Agreement with respect to the affected Aircraft. Termination will be made by giving written notice to the other party within ** after the Buyer’s receipt of the notice of a revised Scheduled Delivery Month. However, the Buyer will not be entitled to terminate this Agreement pursuant to this Clause 10.3.2 if the Excusable Delay is caused directly or indirectly by the action or inaction of the Buyer. 10.3.3 Any termination pursuant to Clause 10.3.1 or 10.3.2 with respect to an affected Aircraft will discharge the obligations and liabilities of the parties hereunder with respect to such Aircraft,, **. 10.3.4 If this Agreement is not terminated under the terms of Clause 10.3.1 or 10.3.2, then the Seller and the Buyer will mutually agree upon a new Scheduled Delivery Month after the ** period referred to in Clause 10.3.1 or 10.3.2, and this new Scheduled Delivery Month will be deemed to be an amendment to the applicable Scheduled Delivery Month in Clause 9.1.1. ** Confidential Treatment Requested. USA — Amended and Restated Airbus A350 XWB Purchase Agreement PA – 36 of 109 EXECUTION PRIVILEGED AND CONFIDENTIAL.

Termination on Excusable Delay. 10.3.1 If any Delivery is delayed as a result of an Excusable Delay for a period of more than ** twelve (12) months after the last day of the Scheduled Delivery Month, then either party may terminate this Agreement with respect to the affected Aircraft, by INTREPID – A330-200F – Letter Agreement No. 12-EV LA12-7/24 CONFIDENTIAL AND PROPRIETARY INFORMATION ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission. giving written notice to the other party within ** thirty (30) days after the expiration of such **twelve (12) month period. However, the Buyer will not be entitled to terminate this Agreement pursuant to this Clause 10.3.1 if the Excusable Delay is caused directly or indirectly by the action or inaction of the Buyer, its Affiliates, representatives, designees, Operators or BFE suppliers. 10.3.2 If the Seller advises the Buyer in its notice of a revised Scheduled Delivery Month pursuant to Clause 10.2.1(iv) that there will be a delay in Delivery of an Aircraft of more than ** twelve (12) months after the last day of the Scheduled Delivery Month, then the Buyer either party may terminate this Agreement with respect to the affected Aircraft. Termination will be made by giving written notice to the other party within ** thirty (30) days after the Buyer’s receipt of the notice of a revised Scheduled Delivery Month. However, the Buyer will not be entitled to terminate this Agreement pursuant to this Clause 10.3.2 if the Excusable Delay is caused directly or indirectly by the action or inaction of the Buyer. 10.3.3 Any termination pursuant to Clause 10.3.1 or 10.3.2 with respect to an affected Aircraft will discharge the obligations and liabilities of the parties hereunder with respect to such Aircraft,**. 10.3.4 If this Agreement is not terminated under the terms of Clause 10.3.1 or 10.3.2, then the Seller and will be entitled to reschedule Delivery to the Buyer will mutually agree upon a new revised Scheduled Delivery Month after referenced in the ** period referred notice provided by the Seller pursuant to in Clause 10.3.1 10.3.2 or 10.3.2, as may be otherwise agreed between the Seller and this new the Buyer. The revised Scheduled Delivery Month will be deemed to be an amendment to the applicable Scheduled Delivery Month in Clause 9.1.1. 10.3.4 If this Agreement is terminated with respect to any Aircraft by either party pursuant to this Clause 10.3, then, within thirty (30) days after the giving of notice by either party of such termination, the Seller shall pay to the Buyer an amount equal to the Predelivery Payments received by the Seller from the Buyer for such Aircraft as of the date of such termination; provided, however notwithstanding anything to the contrary herein, if this Agreement is terminated by either party, pursuant to this Clause 10.3, and if the Excusable Delay was caused by the action or inaction of the Buyer, its Affiliates, representatives, designees, Operators or BFE suppliers, then, in any such event, the Seller shall pay within thirty (30) days after the giving of notice to the Buyer of such termination, or within thirty (30) days after receipt of such notice of termination by the Seller from the Buyer, as the case may be, to the Buyer an amount equal to all Predelivery Payments received by the Seller with respect to such Aircraft from the Buyer as of the date of such termination less an amount reflecting the Seller’s good faith estimate of all costs the Seller expects to incur in connection with the remarketing of the relevant Aircraft (the “Remarketing Costs”). Within ninety (90) days after providing its estimate of the Remarketing Costs, or within ten (10) Business Days of disposition of the Aircraft, whichever occurs first, the Seller will advise the Buyer of the amount of Remarketing Costs incurred. If the amount of the Remarketing Costs is less than the amount of the estimated Remarketing Costs, then, the Seller shall within five (5) Business Days pay to the Buyer the difference between the estimated Remarketing Costs and the Remarketing Costs incurred. In no event will the Seller be entitled to claim, nor will the Seller claim Remarketing Costs from the Buyer in excess of ***** with respect to any Aircraft terminated pursuant to Clause 10.3. INTREPID – A330-200F – Letter Agreement No. 12-EV LA12-8/24 CONFIDENTIAL AND PROPRIETARY INFORMATION ***** Confidential Treatment Requested. USA — Amended portions of the material have been omitted and Restated Airbus A350 XWB Purchase Agreement PA – 36 of 109 EXECUTION PRIVILEGED AND CONFIDENTIALfiled separately with the Securities and Exchange Commission.

Termination on Excusable Delay. 10.3.1 If the Delivery of any Delivery Aircraft is delayed as a result of an Excusable Delay for a period of more than *[ * ] after the last day of the Scheduled Delivery Month, then either party the Buyer may terminate this Agreement with respect to the affected Aircraft, by giving written notice to the other party Seller within ** thirty (30) days after the expiration of such **[ * ] period. In the event such delay continues for an additional [ * ] after the expiration of such [ * ] period, either party will have the option to terminate this Agreement with respect to the Aircraft so affected upon notice to the other within thirty (30) days after the end of such additional [ * ] period. However, the Buyer will not be entitled to terminate this Agreement pursuant to this Clause 10.3.1 if the Excusable Delay is caused directly or indirectly primarily by the action gross negligence or inaction willful misconduct of the Buyer.. Termination in accordance with this Sub-clause 10.3.1 will discharge all obligations and liabilities of the parties hereunder with respect to such affected Aircraft, [ * ] 10.3.2 If In the event that the Seller advises notifies the Buyer of a revised Scheduled Delivery Month pursuant to Clause 10.2.1(iv) that there will be Sub-clause 10.2(iv), in respect of a delay in Delivery of an Aircraft of more than *[ * ] after the last day of the Scheduled Delivery Month, then the Buyer either party may terminate this Agreement with respect to the affected Aircraft. Termination will be made by giving written notice to the other party within ** thirty (30) days after the Buyer’s 's receipt of the notice of a revised Scheduled Delivery Month. However, the Buyer will not be entitled to terminate this Agreement pursuant to this Clause 10.3.2 if the Excusable Delay is caused directly or indirectly by the action or inaction of the Buyer. 10.3.3 Any termination pursuant to Clause 10.3.1 or 10.3.2 with respect to an affected Aircraft will discharge the obligations and liabilities of the parties hereunder with respect to such Aircraft,**. 10.3.4 If this Agreement is not terminated under the terms of Clause Sub-clause 10.3.1 or 10.3.210.3.2 above, then the Seller and will be entitled to reschedule Delivery. The Seller will notify the Buyer will mutually agree upon a of the new Scheduled Delivery Month after the ** thirty (30)-day period referred to in Clause Sub-clause 10.3.1 or 10.3.2, and this new Scheduled Delivery Month will be deemed to be an amendment to the applicable Scheduled Delivery Month in Clause 9.1.1. ** Confidential Treatment Requested. USA — Amended and Restated Airbus A350 XWB Purchase Agreement PA – 36 Sub-clause 9.1.1 of 109 EXECUTION PRIVILEGED AND CONFIDENTIALthe Agreement.

Termination on Excusable Delay. 10.3.1 If the Delivery of any Delivery Aircraft is delayed as a result of an Excusable Delay for a period of more than [** **] months after the last day of the Scheduled Delivery MonthMonth of such Aircraft as at the commencement of such Excusable Delay, then either party may the Buyer will be entitled to terminate this Agreement with respect only to the Aircraft so affected Aircraftby giving written notice to the Seller within thirty (30) days after the expiry of such [***] month period. In the event that such delay continues for an additional [***] month period after the expiration of such [***] months period, either party will have the option to terminate this Agreement with respect only to the Aircraft so affected by giving written notice to the other party within [** **] days after the expiration expiry of such additional [***] month period. However, the The Buyer will shall not be entitled to terminate this Agreement pursuant to this Clause 10.3.1 if the Excusable Delay is caused directly or indirectly by the action or inaction of the Buyer. 10.3.2 If the Seller advises the Buyer of results from a revised Scheduled Delivery Month pursuant to Clause 10.2.1(iv) that there will be a delay in Delivery of an Aircraft of more than ** after the last day of the Scheduled Delivery Month, then the Buyer may terminate this Agreement with respect to the affected Aircraftcause within its control. Termination will be made by giving written notice to the other party within ** after the Buyer’s receipt of the notice of a revised Scheduled Delivery Month. However, the Buyer will not be entitled to terminate this Agreement pursuant to this Clause 10.3.2 if the Excusable Delay is caused directly or indirectly by the action or inaction of the Buyer. 10.3.3 Any Such termination pursuant to Clause 10.3.1 or 10.3.2 with respect to an affected Aircraft will discharge the all obligations and liabilities of the parties hereunder with respect to such affected Aircraft,, except that the Seller will repay to the Buyer an amount equal to the entire amount of any Predelivery Payments received from the Buyer hereunder with respect to such affected Aircraft, [***]. 10.3.4 If this Agreement is not terminated under 10.3.2 If, in respect of any Aircraft, the terms Seller concludes that the Delivery of Clause 10.3.1 such Aircraft shall be delayed for more than [***] months after the last day of the Scheduled Delivery Month of such Aircraft as at the commencement of such Excusable Delay, due to an Excusable Delay and as a result thereof reschedules Delivery of such Aircraft to a date or 10.3.2, month reflecting such delay then the Seller and shall promptly notify the Buyer will mutually agree upon a in writing to this effect and shall include in such notification the new Scheduled Delivery Month after the ** period referred Month. Either party may thereupon terminate this Agreement with respect to in Clause 10.3.1 or 10.3.2, and this new Scheduled Delivery Month will be deemed to be an amendment such Aircraft by giving written notice to the applicable Scheduled Delivery Month in Clause 9.1.1other party within [***] days after receipt by the Buyer of the notice of anticipated delay. Such termination will discharge all obligations and liabilities of the parties hereunder with respect to such affected Aircraft, except that the Seller will repay to the Buyer an amount equal to the entire amount of any Predelivery Payments received from the Buyer hereunder with respect to such affected Aircraft, [** Confidential Treatment Requested. USA — Amended and Restated Airbus A350 XWB Purchase Agreement PA – 36 of 109 EXECUTION PRIVILEGED AND CONFIDENTIAL**].

Termination on Excusable Delay. 10.3.1 If any Delivery is delayed as a result of an Excusable Delay for a period of more than ** [AS AGREED BY THE PARTIES] after the last day of the Scheduled Delivery Month, then either party may terminate this Agreement with respect to the affected Aircraft, by giving written notice to the other party within ** [AS AGREED BY THE PARTIES] after the expiration of such **. However, the Buyer will not be entitled to terminate this Agreement pursuant to this Clause 10.3.1 if the Excusable Delay is caused directly or indirectly by the action or inaction of the Buyer.[AS AGREED BY THE PARTIES] 10.3.2 If the Seller advises has not exercised its right to terminate pursuant to Subclause 10. 3.1 herein and if the Buyer Seller notifies the Buyers of a revised Scheduled Delivery Month pursuant to Clause 10.2.1(iv) that there will be ), in respect of a delay in Delivery of an Aircraft of more than ** after the last day of the Scheduled Delivery Month[AS AGREED BY THE PARTIES], then the Buyer Buyers may terminate this Agreement with respect to the affected Aircraft. Termination will be made by giving written notice to the other party within ** [AS AGREED BY THE PARTIES] after the Buyer’s Buyers' receipt of the notice of a revised Scheduled Delivery Month. However, the Buyer will not be entitled to terminate this Agreement Any termination pursuant to this Clause 10.3.2 if the Excusable Delay is caused directly or indirectly by the action or inaction of the Buyer. 10.3.3 Any termination pursuant to Clause 10.3.1 or 10.3.2 with respect as to an affected Aircraft will discharge the obligations and liabilities of the parties hereunder with respect to such Aircraft,**, except that the Seller will [AS AGREED BY THE PARTIES] of such termination pay to an account designated by each of the Buyers in writing an amount equal to all Predelivery Payments made by the Buyers, or any of them, in respect of such Aircraft, provided that none of the Buyers is in default under this Agreement or any other agreement with the Seller and/or its Affiliates. 10.3.4 10.3.3 If this Agreement is not terminated under the terms of Clause 10.3.1 or 10.3.2, then the Seller and the Buyer Buyers will mutually agree upon a new Scheduled Delivery Month after the ** [AS AGREED BY THE PARTIES] period referred to in Clause 10.3.1 or 10.3.2, and this new Scheduled Delivery Month will be deemed to be an amendment to the applicable Scheduled Delivery Month in Clause 9.1.1. ** Confidential Treatment Requested. USA — Amended and Restated Airbus A350 XWB Purchase Agreement PA – 36 of 109 EXECUTION PRIVILEGED AND CONFIDENTIAL.