Fill and Sign the Security Interest Agreement Form

Security Agreement Granting Security Interest in Aircraft Engine Security Agreement made on the _______________ (date) , between ________________________ (Name of Secured Party) of ______________________ ____________________________________________________ (street address, city, state, zip code) , referred to herein as Secured Party , and ___________________ (Name of Debtor) , a corporation organized and existing under the laws of the state of ______________, with its principal office located at ____________________________ _____________________________________________ (street address, city, state, zip code) , referred to herein as Debtor . 1. Creation of Security Interest Debtor grants to Secured Party a security interest, pursuant to (e.g., California Commercial Code Sections 9101 et seq.) ___________________________________ in the aircraft engine and other property hereinafter described now, and to be permanently, hangared or located in the Aircraft at _____________________________ _________________________________________ (address of aircraft) , together with all replacements for such Engine, parts, appliances and appurtenances now or in the future a part of the same, and substitutions for and repairs to the same, all of which are in this Agreement referred to as Engine. The Engine is more particularly described as follows: A. Number of Engine: _____________________; B. [ ] New [ ] Used C. Name of Engine Manufacturer: ______________________________; D. Model Number of Engine: _____________________________; and E. Manufacturer’s Serial Number: _________________________. The Aircraft in which said Engine is, or is to be installed is described as follows: A. Make: _____________________________________________________; B. Year: _____________________________________________________; C. Model: ____________________________________________________; D. FAA registration number: ____________________________________; E. Manufacturer: ___________________________________________; F. Serial Number: __________________________________________; 2. This security interest in Aircraft is granted as security for: A. The payment to Secured Party of: 1. All flight hours as described in the Lease Agreement, a copy of which is attached hereto as Exhibit A , and made a part hereof; and 2. The performance of all obligations and promises of Debtor in this the said Lease Agreement and this Security Agreement. 3. Debtor’s Rights in Engine and Aircraft Debtor declares and warrants to Secured Party that Debtor is the absolute owner and in possession of Aircraft and Engine; that Aircraft and Engine are now in Debtor's possession at the above-described location; and that Aircraft and Engine are free and clear of liens, secured interests, encumbrances and adverse claims, with the exception of the Security Interest created by this Agreement and that certain security interest in Aircraft taken by ___________________ (Name) on _________________ (date) as described in the Security Agreement, a copy of which is attached hereto as Exhibit B , and made a part hereof. 4. Perfection of Security Interest Debtor shall keep this a first-lien security interest in Engine and, at Debtor's own expense, shall defend any and all actions and proceedings affecting title to Engine, or any part of the same, or affecting Secured Party's security interest in Engine. Debtor shall, on demand at any time, make due, execute and deliver all such further acts and documents as shall be required to render Engine available for the security and satisfaction of Debtor's obligations under this Agreement. 5. Power of Attorney Secured Party is irrevocably appointed the attorney-in-fact of Debtor, with full power of substitution, to sign any certificate of ownership, registration card, applications, affidavits or documents necessary to transfer title to Engine, to receive and receipt for all licenses, registration cards and certificates of ownership, and to do all acts necessary or incident to the powers granted to Secured Party in this Agreement as fully as Debtor might. 6. Protection of Engine Debtor shall do all acts that may be necessary to maintain, preserve and protect Engine and to keep Engine in worthy condition and repair. If all or any part of Engine becomes worn, damaged or destroyed, Debtor shall replace it by other property of equal value. Debtor shall not cause or permit any waste or unusual or unreasonable depreciation of Engine or any act for which Engine might be confiscated. Debtor shall pay, at least ______ (number) days before delinquency, all taxes, charges, assessments and liens now or later levied or imposed on Engine and shall not sell, lease, create a security interest in, encumber or dispose of all or any part of Engine without Secured Party's written consent. At any time on Secured Party's demand, Debtor shall furnish Secured Party with a report showing the location, condition and use of Engine and shall exhibit to and allow inspection by Secured Party of Engine. Debtor shall provide, maintain and deliver to Secured Party policies insuring Engine against loss or damage by such risks and in such amounts, forms, and insurers as Secured Party requires and with loss payable solely to Secured Party. If Secured Party takes possession of Engine, the insurance policy or policies and unearned or returned premiums of the same shall, at Secured Party's option, become the sole property of Secured Party, and Debtor assigns such policies to Secured Party. 7. Use of Engine Debtor shall register, use, operate and control Engine in accordance with all statutes, laws, ordinances and regulations relating to the registration, use and control of such engines and accessories. In particular, Debtor shall comply with all applicable rules and regulations of the Federal Aviation Administration and the Department of Transportation. Debtor shall neither use Engine, nor permit Engine to be used, for any unlawful purpose. Debtor shall not remove Engine from the Aircraft, nor permit the Engine to be removed from Aircraft, from the state where Aircraft and Engine are permanently located, as set forth in this Agreement, for any period in excess of ______ (number) days, without Secured Party's prior written consent, nor remove or permit removal of Engine and Aircraft outside the continental limits of the United States. 8. Protection of Security Interest If Debtor fails to perform its obligations under the Lease Agreement or to do any act in this Agreement required, Secured Party may, without obligation to do so and without notice to or demand on Debtor, make such advancements or expenditures and do such acts as Secured Party may deem necessary to protect Secured Party's security. Secured Party is authorized, without limiting the general nature of the general authority conferred in this Agreement, to take possession of Engine; to pay, purchase, contest and compromise any security interest, encumbrance, charge or lien that in Secured Party's judgment appears to be prior or superior to the security interest created by this Agreement; and, in exercising any such powers and authority, to pay any and all necessary expenses, employ counsel and pay counsel reasonable fees. Secured Party's determination as to whether or not Debtor has failed to make any payment or do any act as required by this Agreement required shall be final and conclusive. Debtor shall pay immediately and without demand all sums expended by Secured Party pursuant to the provisions of this Agreement, with interest from date of expenditure at the rate of _____% per annum. 9. Default and Remedies If Debtor defaults in its obligations under the Lease Agreement secured by this Agreement or in the performance of any of Debtor's other obligations, promises, warranties or declarations contained in or secured by this Agreement, Secured Party, at its option and without demand on or notice to Debtor, may declare all indebtedness, obligations and liabilities secured by this Agreement, and all other sums owing by Debtor to Secured Party, to be immediately due and payable. Secured Party then shall have the remedies of a Secured Party under (e.g., California Commercial Code Sections 9101 et seq.) _____________________________, including, but not limited to, the rights to require Debtor to assemble Engine and make it available to Secured Party at a place designated by Secured Party; to enter on the premises where Engine may be and take possession of the Engine; and to remove and/or sell and/or dispose of Engine, or any part of the same, at public or private sale on legal notice to Debtor. Engine, or any part of the Engine, may be sold at one or more sales that may be held on different days and that need not be within view of the property being sold. Secured Party shall deduct and retain from the proceeds of such sale or sales all costs, expenses and charges paid or incurred in the taking, removal, handling and sale of Engine, or otherwise incurred in connection with the same, including any reasonable attorney's fees incurred or paid by Secured Party. The balance of the proceeds shall be applied by Secured Party on the indebtedness, obligations and liabilities secured by this Agreement, in such order and manner as Secured Party may determine, and the surplus, if any, shall be paid to Debtor or to the person or persons lawfully entitled to receive it. If suit is brought or any proceedings are instituted by Secured Party in connection with this Agreement, there shall be due from Debtor to Secured Party, immediately on the commencement of the suit or proceedings, reasonable attorney's fees in such action or proceeding, which sum shall also be secured by this Agreement. In any such action or proceeding, Secured Party shall be entitled to the employment of a receiver, without notice, to take possession of all or any part of Engine and to exercise such powers as the court shall confer on such receiver. At any sale or sales, made under this Agreement or authorized in this Agreement, Secured Party, any person on behalf of Secured Party, or any other person may bid for and purchase Engine, and, in the event of such purchase, the purchaser subsequently shall hold Engine discharged of all right of redemption. 10. Waiver Without in any way affecting Debtor's obligation under this Agreement, Secured Party may, from time to time and without notice, release or otherwise deal with any person now or later liable for the payment or performance of any obligation under this Agreement or secured by this Agreement; renew, extend or alter the time or terms of payment of any such obligation; and release, surrender or substitute any property or other security for any such obligation, or accept any type of further security for the same. Consent is given to delay or indulge in enforcing payment or performance of any such obligation, and Debtor waives diligence, presentment, protest, demand and notice of every kind, as well as the right to require Secured Party to proceed against any person liable for the payment of any such obligation or to foreclose on, sell or otherwise realize on or collect or apply any other property, real or personal, securing such obligation, as a condition or prior to proceeding under this Agreement. 11. Construction and Effect of Agreement This Agreement shall be construed according to the terms of (e.g., California Commercial Code Sections 9101 et seq.) _________________________________ and other applicable laws of _________________ ( name of state) . Whenever the context so requires, the singular number includes the plural, and the plural includes the singular. If there is more than one Debtor, the provisions of this Agreement in reference to Debtor shall be construed to apply jointly and severally to each of the Debtors. The words "Debtor" and "Secured Party," as used in this Agreement shall be construed to include the heirs, legatees, devisees, administrators, executors, successors and assigns of Debtor and Secured Party. This Agreement shall bind and inure to the benefit of such third persons. WITNESS our signatures as of the day and date first above stated. ___________________________ (Name of Debtor) ________________________ By:_________________________ (P rinted name) ____________________________ ________________________ (P rinted name & Office in Corporation) (Signature of Secured Party) ___________________________ (Signature of Officer) Attach Exhibits (Acknowledgment form may vary by state) STATE OF _____________ COUNTY OF ____________ Personally appeared before me, the undersigned authority in and for the said county and state, on this _____ day of ______________, 20____, within my jurisdiction, the within named ____________________ (Name of Officer) , who acknowledged that he is ____________________ (Name of Office) of ____________________ (Name of Corporation) , a _____________________ (name of state) corporation, and that for and on behalf of the said corporation, and as its act and deed he executed the above and foregoing instrument, after first having been duly authorized by said corporation so to do. ________________________________ NOTARY PUBLIC My Commission Expires: ____________________