(c)
Notwithstanding anything else herein to the contrary, each Trustee from time to
time hereby agrees that it will, in its individual capacity and at its own cost
or expense (but without any right of indemnity in respect of any such cost or
expense under clause 6 hereof) promptly take such action as may be necessary to
duly discharge and
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9
satisfy in full (i) any lien or encumbrance on the Trust Estate attributable to
it in its individual capacity (other than any lien as permitted by clause 6.2
below), (ii) any liens or encumbrances created as a result of its breach of any
of its express obligations under this Deed on any part of the Trust Estate, or
on any properties of the Trustee assigned, pledged or mortgaged as part of the
Trust Estate which arise from acts of such Trustee in its individual capacity;
and (iii) any other lien or encumbrance attributable to such Trustee in its
individual capacity on any part of the Trust Estate which results from claims
against such Trustee in its individual capacity unrelated to the Trust Estate,
the administration of the Trust Estate or the transaction contemplated by this
Deed and any other transaction documents, if applicable.
3.15
No Representations or Warranties as to the Aircraft or Documents THE TRUSTEE
MAKES:
(a)
NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, AS TO THE VALUE, CONDITION,
DESIGN, OPERATION, MERCHANTABILITY OR FITNESS FOR USE OF THE AIRCRAFT OR AS TO
THE TITLE THERETO, OR ANY OTHER REPRESENTATION OR WARRANTY WITH RESPECT TO THE
AIRCRAFT, EXCEPT THAT WILMINGTON TRUST SP SERVICES (DUBLIN) LIMITED, IN ITS
INDIVIDUAL CAPACITY, WARRANTS THAT ON THE DATE OF ACQUISITION OF THE AIRCRAFT BY
THE TRUSTEE, THE TRUSTEE SHALL HAVE RECEIVED WHATEVER RIGHTS, TITLES AND
INTERESTS THEREIN THAT WERE CONVEYED TO IT; AND
(b)
NO REPRESENTATION OR WARRANTY AS TO THE VALIDITY, LEGALITY OR ENFORCEABILITY OF
THIS DEED OR ANY LESSOR DOCUMENTS OR OTHER OPERATIVE DOCUMENTS (AS SUCH TERM (OR
ANY COMPARABLE TERM) MAY BE DEFINED IN ANY LEASE OR FINANCING DOCUMENTS TO WHICH
THE AIRCRAFT IS SUBJECT AT THE TIME) OR AS TO THE CORRECTNESS OF ANY STATEMENT
CONTAINED IN ANY THEREOF, OTHER THAN TO THE EXTENT EXPRESSLY MADE HEREIN OR
THEREIN BY THE TRUSTEE, AND EXCEPT THAT WILMINGTON TRUST SP SERVICES (DUBLIN)
LIMITED, IN ITS INDIVIDUAL CAPACITY, REPRESENTS AND WARRANTS THAT IT HAS FULL
RIGHT, POWER AND AUTHORITY TO ENTER INTO, EXECUTE AND PERFORM THIS DEED AND ITS
OBLIGATIONS HEREUNDER ARE LEGAL, VALID, BINDING AND ENFORCEABLE.
4.
THE TRUST ESTATE
4.1
Authorization and Direction to Trustee
The Beneficial Owner hereby authorises and directs the Trustee, not individually
but solely as Trustee hereunder, and the Trustee covenants and agrees for the
benefit of the Beneficial Owner, upon the written instructions of the Beneficial
Owner (or its duly authorised representatives) and subject to receipt by the
Trustee of all information deemed by it to be necessary or desirable for such
purposes, and subject further to the Trustee being satisfied that it