RECITALS
(A) The Parties entered into a Lease/Rental Agreement for One (1) ATR 42 Full Flight Simulator on the 10th July 2003 (“Lease/Rental Agreement”)
(B) The Parties executed an Amendment to the Lease/Rental Agreement on 1st January 2009 (“Amendment No1”)
(C) The Parties executed a further Amendment to the Lease/Rental Agreement on 22nd December 2010 (“Amendment No1”)
(D) The Parties now wish to further amend the Lease/Rental Agreement
IT IS HEREBY AGREED AS FOLLOWS:
1. DEFINITIONS AND INTERPRETATION
i. The recitals above form an integral part of this Amendment No3
ii. Unless otherwise defined herein, the capitalised words and expressions used in the Amendment No3 shall have the meaning defined in the Lease/Rental Agreement, or Amendments No1 or No2.
iii. In the event there is any conflict between the provisions of the body of this Amendment No3 and those of the Lease/Rental Agreement and/or Amendment No1, and/or Amendment No2, then the provisions of this Amendment No3 shall prevail.
2. PURPOSE OF AMENDMENT NO3
The purpose of this Amendment No 3 is:
(a) notwithstanding the provisions of the Termination requirements in the Lease/Rental Agreement Article 7.1 requiring 6 months prior written notice, the Parties wish to terminate the Lease/Rental Agreement with effect from 31st December 2013 (the “Termination Date”);
(b) to transfer Title in the Equipment to AATC with effect from the Termination Date (the “Transfer”);
3. RETURN OF DEPOSIT
L-3 Link UK shall return the Deposit (€385,485) held by L-3 Link UK to AATC within 30 days of the Termination Date. In the event that any outstanding Rental Fees remain outstanding, L-3 Link UK shall be entitled to offset all such Rental Fees due from AATC to L-3 Link UK from the Deposit return payment.
4. PAYMENT OF RENTAL FEES
AATC shall continue to make all due Rental Fee (€128,495 per month) payments due up to the Termination Date. Notwithstanding the provisions of the Payment requirements in the Lease/Rental Agreement Article 3.3, AATC hereby agrees to complete all Rental Fee payments due to L-3 Link UK at the Termination Date, no later than 13th December 2013.
5. RELEASE
Upon the Transfer AATC shall accept the Equipment as is and release L-3 Link UK from any liability in respect of any defect or default of the Equipment. All further obligations governing the contract following termination shall be in accordance with the Lease/Rental Agreement.
6. COUNTERPARTS
This Amendment No3 may be executed in any number of counterparts (but shall not be effective until each Party has executed at least one counterpart) each of which, when executed, shall be an original and which together shall have the same effect as if each Party had executed the same document.
7. MISCELLANEOUS
This Amendment No3 is an integral part of the Lease/Rental Agreement and is subject to the terms and conditions therein.