LAW OR OTHERWISE, IN EACH
CASE, WITH RESPECT TO THE AIRCRAFT, ANY ENGINE, ANY PART, ANY AIRCRAFT
DOCUMENTATION OR ANY OTHER THING DELIVERED, LEASED, SOLD OR TRANSFERRED UNDER
ANY OPERATIVE DOCUMENT, INCLUDING:
(1)
ANY WARRANTY AS TO THE AIRWORTHINESS, VALUE, CONDITION, DESCRIPTION,
DESIGN OR OPERATION THEREOF, OR THE QUALITY OF THE MATERIAL OR WORKMANSHIP
THEREIN, OR THE ABSENCE OF ANY DEFECT THEREIN;
(2)
ANY IMPLIED WARRANTY OF
MERCHANTABILITY OR FITNESS FOR USE OR FOR A PARTICULAR PURPOSE;
(3)
ANY
IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE
OF TRADE;
(4)
ANY OBLIGATION OR LIABILITY WITH RESPECT TO ANY ACTUAL OR
ALLEGED PATENT OR OTHER INTELLECTUAL PROPERTY INFRINGEMENT;
(5)
ANY
OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY IN TORT, WHETHER OR NOT IN STRICT
OR ABSOLUTE LIABILITY OR ARISING
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FROM THE NEGLIGENCE OF ANY INDEMNIFIED PARTY, ACTUAL OR IMPUTED, ACTIVE OR
PASSIVE;
(6)
ANY OBLIGATION, LIABILITY, RIGHT, CLAIM OR REMEDY FOR LOSS OR DAMAGE TO
THE AIRCRAFT, ANY ENGINE, ANY PART, ANY AIRCRAFT DOCUMENTATION OR ANY OTHER
THING, AND
(7)
FOR ANY LOSS OF USE, REVENUE OR PROFIT OR FOR ANY OTHER
DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES.
DELIVERY BY LESSEE TO LESSOR OF THE ACCEPTANCE CERTIFICATE WILL BE
CONCLUSIVE PROOF AS BETWEEN LESSOR AND LESSEE THAT LESSEE HAS EXAMINED AND
INVESTIGATED THE AIRCRAFT AND THE AIRCRAFT DOCUMENTATION, THAT THE AIRCRAFT AND
THE AIRCRAFT DOCUMENTATION ARE SATISFACTORY TO LESSEE AND THAT LESSEE HAS
IRREVOCABLY AND UNCONDITIONALLY ACCEPTED THE AIRCRAFT FOR LEASE HEREUNDER
WITHOUT ANY RESERVATIONS WHATSOEVER.
TO THE EXTENT PERMITTED BY APPLICABLE
LAW, LESSEE WAIVES ANY AND ALL RIGHTS AND REMEDIES CONFERRED UPON A LESSEE BY
ANY STATUTE OR OTHERWISE THAT MAY LIMIT OR MODIFY LESSOR'S RIGHTS OR LIMIT OR
MODIFY LESSEE'S OBLIGATIONS AS DESCRIBED IN THIS LEASE AGREEMENT OR ANY OTHER
OPERATIVE DOCUMENT.
LESSEE HEREBY CONFIRMS THAT IT HAS BEEN ADVISED OF AND
FULLY UNDERSTANDS THE LEGAL IMPORT AND IMPLICATIONS OF THIS SECTION 4 AND THAT
THE PROVISIONS OF THIS SECTION 4 ARE APPROPRIATE IN A TRANSACTION OF THIS KIND.
FOR THE AVOIDANCE OF DOUBT, THE FOREGOING SHALL NOT AFFECT OR DIMINISH IN
ANY WAY LESSEE'S RIGHTS AGAINST AIRFRAME MANUFACTURER, ENGINE MANUFACTURER OR
THE MANUFACTURER OF ANY PART.
4.
POST DELIVERY
As soon as they are
available but in any event within 30 days after the Delivery Date Lessee shall
provide the following to Lessor:
(1)
Evidence of the registration of the Aircraft in accordance with
Section 7 of the Lease Agreement, including a copy of the Certificate of
Registration issued by the Aviation Authority.
(2)
A copy of the
certificate of airworthiness for the Aircraft issued by the Aviation Authority.
(3)
A copy of the Air Operator's Certificate (with reference to the
Aircraft) issued by the Aviation Authority.
(4)
Any other evidence that
the Aircraft has been validly registered under the laws of the State of
Registration and all other filing and registrations required by the Lease
Agreement have been made.
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ANNEX 1 TO
SCHEDULE 3
LOPA
(GRAPHIC) [y03056y0305601.gif]
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ANNEX 2