EXCEPT FOR (1)
THE ORDERS, PERMITS, WAIVERS, EXEMPTIONS, AUTHORIZATIONS AND APPROVALS OF THE
GOVERNMENTAL AUTHORITIES HAVING JURISDICTION OVER THE OPERATION OF THE AIRCRAFT
BY THE BORROWER, WHICH ORDERS, PERMITS, WAIVERS, EXEMPTIONS, AUTHORIZATIONS AND
APPROVALS HAVE BEEN DULY OBTAINED OR WILL PRIOR TO THE DATE OF THE LOAN BE DULY
OBTAINED, AND WILL ON THE DATE OF THE LOAN BE IN FULL FORCE AND EFFECT AND (2)
ANY SUCH AUTHORIZATION OR APPROVAL OR OTHER ACTION, NOTICE OR FILING TO THE
EXTENT REQUIRED TO BE GIVEN OR OBTAINED ONLY AFTER THE DATE OF THE LOAN.
(IV)
EXCEPT FOR (1) THE FILING FOR RECORDING
PURSUANT TO THE TRANSPORTATION CODE OF THE MORTGAGE AND THE MORTGAGE SUPPLEMENT
ATTACHED THERETO AND MADE A PART THEREOF, (2) THE FILING OF FINANCING STATEMENTS
(AND CONTINUATION STATEMENTS AT PERIODIC INTERVALS) WITH RESPECT TO THE SECURITY
AND OTHER INTERESTS CREATED BY SUCH DOCUMENTS UNDER THE UNIFORM COMMERCIAL CODE
OF MINNESOTA (WHICH FINANCING STATEMENTS THE BORROWER HAS CAUSED OR IS IN THE
PROCESS OF CAUSING TO BE PRESENTED IN DUE FORM FOR FILING TO THE APPROPRIATE
FILING OFFICE IN MINNESOTA) AND (3) THE TAKING OF POSSESSION BY THE AGENT OF THE
ORIGINAL COUNTERPARTS OF THE MORTGAGE AND THE MORTGAGE SUPPLEMENT COVERING THE
AIRCRAFT, NO FURTHER ACTION, INCLUDING ANY FILING OR RECORDING OF ANY DOCUMENT
(INCLUDING
22
ANY FINANCING STATEMENT IN RESPECT THEREOF UNDER ARTICLE 9 OF THE UNIFORM
COMMERCIAL CODE OF ANY APPLICABLE JURISDICTION), IS NECESSARY OR ADVISABLE IN
ORDER TO ESTABLISH OR PERFECT THE AGENT'S SECURITY INTEREST IN THE AIRCRAFT
(GRANTED PURSUANT TO THE MORTGAGE AND THE MORTGAGE SUPPLEMENT COVERING THE
AIRCRAFT) AS AGAINST THE BORROWER AND ANY THIRD PARTIES IN ANY APPLICABLE
JURISDICTIONS IN THE UNITED STATES.
(V)
THERE HAS NOT OCCURRED ANY DEFAULT OR AN
EVENT OF DEFAULT WHICH IS PRESENTLY CONTINUING AND THERE HAS NOT OCCURRED ANY
EVENT WHICH CONSTITUTES OR WOULD, WITH THE PASSAGE OF TIME OR THE GIVING OF
NOTICE, OR BOTH, CONSTITUTE AN EVENT OF LOSS.
(VI)
THIS AGREEMENT HAS BEEN, AND EACH OF THE OTHER
LOAN DOCUMENTS TO WHICH THE BORROWER WILL BE A PARTY WHEN DELIVERED HEREUNDER
WILL HAVE BEEN, DULY EXECUTED AND DELIVERED BY THE BORROWER. THIS AGREEMENT IS,
AND EACH OF THE LOAN DOCUMENTS TO WHICH THE BORROWER WILL BE A PARTY WHEN
DELIVERED HEREUNDER WILL BE, THE LEGAL, VALID AND BINDING OBLIGATION OF THE
BORROWER ENFORCEABLE AGAINST THE BORROWER IN ACCORDANCE WITH THEIR RESPECTIVE
TERMS EXCEPT AS SUCH ENFORCEABILITY MAY BE LIMITED BY BANKRUPTCY, INSOLVENCY,
REORGANIZATION, MORATORIUM OR SIMILAR LAWS RELATING TO OR LIMITING CREDITORS'
RIGHTS GENERALLY OR BY EQUITABLE PRINCIPLES RELATING TO ENFORCEABILITY.
(VII)
THERE IS NO PENDING OR THREATENED ACTION, SUIT,
INVESTIGATION, LITIGATION OR PROCEEDING AFFECTING THE BORROWER OR ANY OF ITS
SUBSIDIARIES BEFORE ANY COURT, GOVERNMENTAL AGENCY OR ARBITRATOR THAT (1) IS
REASONABLY LIKELY TO HAVE A MATERIAL ADVERSE EFFECT ON (A) THE BUSINESS,
CONDITION (FINANCIAL OR OTHERWISE), OPERATIONS OR PROPERTIES OF THE BORROWER AND
ITS SUBSIDIARIES TAKEN AS A WHOLE, (B) THE RIGHTS AND REMEDIES OF THE AGENTS OR
ANY LENDER UNDER THE