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Halloween and put essay October Writing Prompts. For Halloween and October. October and citation thesis Halloween Writing Prompts: Are you looking for a creative list of words, writing prompts and party essay journal ideas to use during the great month of October? Below, you will find a list of general October writing topics and a list of college essay, specific calendar dates for words October which contain creative writing ideas related to that particular date in analysis, October. I have created this list of Halloween and October writing prompts and ideas for elementary school teachers and students , but many of these creative writing ideas and topics would also be appropriate for great words other grade levels. You will find some Halloween and October writing prompts below that contain underlined links.

If you click on college essay writing an underlined link : You will be directed to another page on words Unique Teaching Resources that contains detailed lesson plan ideas and printable worksheets for those October writing prompts. You will be directed to another website that contains useful information related to those particular October writing prompts. General Halloween and October Writing Prompts: Inside the Haunted House These Haunted House printable worksheets can be used for many of the October writing prompts that are found on this page. Click on the following link to view the page where this set of Halloween teaching resources can be found: Haunted House Worksheet and Banner Set As the Clock Struck Twelve . Citation Analysis Thesis! I'm Batty About . Ghostly Tales These Halloween Ghost printable worksheets can be used for many of the October writing prompts that are found on this page. Click on the following link to view the page where this set of Halloween teaching resources can be found: Ghost Worksheet and words Banner Set A Scary Ghost Was Chasing Me A Spooky Character One Spooky Night These Halloween Spooky Night printable worksheets can be used for many of the essay development doctrine October writing prompts that are found on great words this page. Click on the following link to american history homework help, view the words page where this set of Halloween teaching resources can be found: Spooky Night Worksheet and Banner Set I Was Really Scared When . The Mysterious Footprints Led To . Meet My New Friend: Frankenstein These Frankenstein printable worksheets can be used for fall of usher critical essays many of the great words October writing prompts that are found on this page. Of The House Critical Essays! Click on the following link to view the page where this set of Halloween teaching resources can be found: Frankenstein Worksheet and Banner Set My Favorite Halloween Costume The Mad Scientists: Dr.

Jekyll and Mr. Hyde In the Pumpkin Patch These pumpkin shaped printable worksheets can be used for many of the words put essay October writing prompts that are found on history help this page. Put Essay! Click on the following link to view the page where this set of Halloween teaching resources can be found: Pumpkin Worksheet and Banner Set Carving a Jack-O-Lantern Safety Tips For Going Trick-Or-Treating What's Brewing? Write a Recipe for Witch's Brew. Click on the following link to view the page where this set of Halloween teaching resources can be found: Halloween Recipe Worksheet and Banner Set A Magic Spell A Tasty Halloween Treat Planning a Halloween Party Riding On the Witch's Broom Witch Story Do You Like Best? These Witch printable worksheets can be used for many of the October writing prompts that are found on this page.

Click on the following link to view the page where this set of Halloween teaching resources can be found: Halloween Witch Worksheet and Banner Set The Old Witch Was Mixing Her Brew The Scarecrow Tales From the homework Graveyard These Graveyard printable worksheets can be used for many of the October writing prompts that are found on this page. Click on the following link to view the great put essay page where this set of Halloween teaching resources can be found: Halloween Graveyard Worksheet and Banner Set The Old Graveyard Was Filled With. Celebrations, Events, Holidays, and Dates in History: Scroll through this page, or click on the links below, to the republican party, read. about each of these October writing prompts and holidays. National Book Month - October. The purpose of National Book Month is to encourage readers of all ages to enjoy books. To coincide with National Book Month, the National Book Foundation announces its National Book Awards during the month of October.

What is a book that you recommend that other children your age should read during National Book Month? Explain why this is one of your favorite books. What is a book that you recommend to read aloud to kindergarten students during National Book Month? Explain why you recommended this book. Write a book report project describing your favorite book . My Favorite Book Report Page contains a fun book report template (shown below) shaped like a first place trophy that is ideal to use with your students during National Book Month. Visit Oprah's Kids' Reading List page to use Oprah's guide from the great American Library Association to find book lists that are divided into age levels , as well as different interesting categories . On the Ways to Celebrate National Book Month page there are some good ideas for how to celebrate this month such as creating a class book club , book swaps between students, book parties , and involving the whole family in reading during October. National Book Month is homework, a great time of the great words year to citation thesis, begin using reading incentive charts with your students. On my Halloween English teaching resources page you will find bat and witch reading incentive charts (shown below) that will help you to encourage your students to read during the month of October. National Pizza Month- October. National Pizza Month is in October and we began celebrating National Pizza Month in great put essay, 1987 . Since children ages 3 - 11 prefer eating pizza over all other foods for american history help lunch and words put essay dinner (according to a recent Gallup Poll), this is a great topic to use to engage your students in fun creative writing activities. Below you will also find some unique pizza lesson plan ideas that include reading and condoms in high math activities as well.

Write a persuasive essay explaining why there should be a day off from school in October to celebrate National Pizza Month. Using the 5 senses (sight, hearing, touch, smell, and great taste), describe your favorite type of pizza to newman, eat. Write a report on the history of pizza using information from the following web pages: National Pizza Month is an ideal time of the year to great words put essay, introduce your students to my Pizza Reading Sticker Charts that will encourage your students to should condoms essay, read books independently this school year. This is also an ideal time of the school year to introduce your students to my Multiplication Pizza Sticker Charts that will encourage your students to learn their times tables. National Crime Prevention Month - October.

In 1984, the National Crime Prevention Council (NCPC) designated October Crime Prevention Month. The NCPC's mission is to be the great words put essay nation's leader in helping people keep themselves, their families , and their communities safe from crime . Write an essay explaining why you admire police officers and the difficult jobs that they have. Have your students visit McGruff the Crime Dog Child Safety Center Website and of the house of usher essays write a list of crime prevention tips that they learned from this website. On the National Crime Prevention Council's Resources page you will find a variety of useful resources about the following topics: bullying , cell phone safety, Halloween safety, Internet safety, and home safety. Words! To tie in with National Crime Prevention Month , have your students complete a wanted book report project . Writing Course! My Wanted Poster Book Report Page contains a fun book report activity (shown below) that is words, ideal to newman essay, use with your students during National Crime Prevention Month. National Fire Prevention Week - 2nd Week of October. National Fire Prevention Week is observed in the United States during the week in which October 9th falls. Words Put Essay! The first Fire Prevention Week was observed in 1925 by college essay, a proclamation made by President Calvin Coolidge . Write an essay explaining why you admire firemen and the difficult jobs that they have.

Name some precautions that you can take at home to make your home safe from fires . Have your students visit Sparky the Fire Dog Fire Prevention Website and words write a list of fire prevention tips that they learned from college, this website. To learn about preventing wildfires , visit Smokey The Bear's Wildfire Prevention Website. On the great put essay PBS Arthur Fire Safety page, students can read fire safety tips from development, Arthur that will help them to be smart , be prepared , and be safe . National School Lunch Week - October 15 - 19 (2012) National School Lunch Week is words, celebrated in the United States in October. It was created in 1962 by President John F. Kennedy , 16 years after President Harry Truman signed the National School Lunch Act into law. Why is it important for students to eat a healthy lunch ? What is the best school lunch you've ever had? Can you think of three ways to make the lunches at your school better that include healthy food items on the menu?

The School Nutrition Association web page, contains information about National School Lunch Week, as well as fun puzzles and school lunch related brainteasers for your students. Second Monday of October - Columbus Day. Columbus Day is celebrated on condoms in high the second Monday of October in the United States. Put Essay! This holiday commemorates the or democratic party landing of Christopher Columbus in the New World on great words October 12, 1492. Pretend that you are an explorer and want to the republican or democratic essay, take an expedition to an unknown land . You will need money to finance your adventure. Write a letter to a king, queen, president, or a wealthy person to ask for help to finance your adventure. Great Put Essay! Write about an imaginary voyage and create a map that charts your route. Have a discussion about navigation and the republican party exploration with your students and great words show how them how to use a compass . Give your students a map of your school (or the should condoms be distributed playground area) with coordinates or directions, and then send them on a Columbus Day treasure hunt for items that you have hidden. By using the great words directions and fall of the house photographs on the Kaboose Egg Cup Ships page, have your students make mini versions of the put essay Nina , Pinta , and homework help the Santa Maria using egg cartons . Words Put Essay! Visit Wikipedia's Columbus Day Page to learn more information about this holiday.

October 14 - Dessert Day. National Dessert Day is the republican or democratic, celebrated on October 14 and it is one of the tastiest holidays of the year! What is put essay, your favorite dessert? Write a recipe for how to make your favorite dessert. Include the essay doctrine ingredients needed and the directions for each step in the recipe. Invent a new dessert for Willy Wonka's Chocolate Factory . Design a poster advertising this new dessert product. Combine National Pizza Month with National Dessert Day by making a brownie pizza with your students. To tie in with National Dessert Day , have your students complete a birthday cake book report project . My Birthday Cake Book Report Page contains a fun book report activity (shown below) that is ideal to use with your students on National Dessert Day. October 16 - World Food Day.

World Food Day is recognized on October 16 . Great Words! This day was created to call attention to the shortage of food in many parts of the world. World Food Day was proclaimed in 1979 by fall house essays, the Conference of the Food and Agriculture Organization (FAO) and marks the words put essay date of the founding of the FAO in 1945. The purpose of this worldwide event is to increase public awareness of the world food problem and the struggle against hunger , malnutrition , and poverty . Name three things you could do to help children in other countries on World Food Day. Name three things you could do to newman, help children in words put essay, your own community on World Food Day. Citation Analysis Thesis! The World Food Program provides information about world statistics for hunger and malnutrition. Great Words Put Essay! Every year, Tom Wilson (the creator of the essay writing course Ziggy cartoons) designs a special World Food Day cartoon featuring Ziggy and friends. To view these illustrations that began in words, 1984 , click on the following link: Tom Wilson World Food Day Ziggy Cartoons Feeding Minds Fighting Hunger is a website that explores the problems of hunger , malnutrition , and should be distributed schools food insecurity . This website contains detailed lesson plans for teachers on hunger and malnutrition at words put essay the primary , intermediate, and fall house of usher secondary levels. October 16 - Dictionary Day.

Dictionary Day is put essay, celebrated on October 16 in honor of analysis thesis, Noah Webster . The objective of this day is to emphasize the words put essay importance of dictionary skills and to improve your vocabulary . Webster was born on development October 16, 1758 and he is considered to be the Father of the American Dictionary. Noah Webster began to write his dictionary at the age of 43 and it took him 27 years to words, finish it. Create an A to Z Dictionary (or word list) based on your favorite hobby or sport. The Republican Or Democratic! Find 5 words in the dictionary that you are unfamiliar with and great words put essay write their definitions on your paper. Write a sentence using each of of the house, these 5 new words that you learned. Have your students complete a Biography Newspaper Project about Noah Webster . As a group project, have your students complete a Character Body Book Report Project about Noah Webster together. Visit Wikipedia's Noah Webster page to learn more this American educator. Words Put Essay! On Webster Word Central students can play spelling and vocabulary games . October 24 - United Nations Day. United Nations Day is celebrated on October 24 and it recognizes the college United Nations organization and all of the people who participate and serve in great words, this world organization. People around the essay development world look to the United Nations to help alleviate poverty and hunger , to keep the peace , to expand education , and stand up for human rights in every corner of the globe. The United Nations delivers humanitarian aid to the neediest areas in words put essay, the world.

They vaccinate 40 per college writing course, cent of the great put essay world's children. Essay! They feed more than 100 million people and help millions of refugees , most of them women and great words children fleeing war and persecution . On this day, I often read my students The Way to Start a Day by Byrd Baylor (a Caldecott Honor winning book). Click here to go to my web page that contains ideas and american history homework help teaching resources for great put essay this book: The Way to citation, Start a Day lesson plans. Research UNICEF and write a summary describing the purpose of this organization. On my Peace Day web page you will many teaching resources that would be great to use for United Nations Day . Click here to great, go to college course, Heidi's Peace Day Lesson Plans page. P.E.A.C.E. acrostic poem writing inside globe templates Dove shaped creative writing templates Cooperative group project using large P.E.A.C.E. letters. End of great put essay, Halloween and October Writing Prompts.

Free Printable Classroom Calendars page. Note : On the above page, you will find links to download all 12. of my FREE classroom calendar sets for January - December! monthly calendar pocket charts that many teachers use. the following printable worksheets: Above: The large October calendar title is a. 2 page banner template that is glued together and cut out.

days of the week templates for the 7 days of the week. (Monday, Tuesday, and Wednesday are shown above). This printable calendar set for October includes smaller calendar pieces for the 7 days of the week that will fit inside your calendar pocket chart. There are 31 square calendar number dates in college essay course, this teaching resources set. There are squares for you to print and write your students' names and birthdays on. There are 11 printable calendar worksheets in this. October teaching resources classroom display set. Note: At the top of this box, there is great put essay, a. free download link for this October calendar set. Below are some ideas and examples of teaching resources. that can be used for some of the Halloween and October. writing prompts that are found on this page:

For this Halloween English teaching resources set, students write two newspaper articles. There are two templates that are glued together to of the house critical, form a large Haunted Times Newspaper. Click below for more information about: Halloween and October Writing Prompts. For this Halloween English teaching resources set, students write a story inside the witch's cauldron.

Your students will enjoy writing their final drafts in these unique witch shaped templates. Click below for more information about: Halloween and October Writing Prompts. For these Halloween worksheets, students can create a recipe for a special witch's brew or they can write the ingredients for their favorite recipe. Click below for more information about:

Halloween and October Writing Prompts. Your students will enjoy writing a spooky story about a haunted house during October with these Halloween language arts worksheets. Click below for more information about: Halloween and great words put essay October Writing Prompts. Your students will enjoy this spooky creative writing assignment. Students write ghostly tales using these Halloween language arts worksheets. Click below for more information about:

Halloween and October Writing Prompts. For this October assignment, students can write a short story or a poem about the topic One Spooky Night using these Halloween printable worksheets. Click below for more information about: Halloween and October Writing Prompts. Students can cut out these Halloween language arts worksheets along the thick border and then they will have fun pumpkin shaped templates to the republican, write on. Click below for more information about: Halloween and October Writing Prompts. Frankly We Think Our Work Is Great! is a shorter Halloween writing assignment, so it would be ideal to use for a spooky Halloween poetry writing activity. Click below for more information about: Halloween and October Writing Prompts.

Witch Story Do You Like Best? is a Halloween language arts worksheet that focuses on reading and students write an essay about their favorite books. Click below for words put essay more information about: Halloween and October Writing Prompts. Your students will enjoy writing a spooky story about schools, Halloween Characters during October with these Halloween printable worksheets. Click below for more information about: Halloween and October Writing Prompts. These printable worksheets for the month of October contain pumpkin graphics and would appropriate for great words a wide range of creative writing topics. Click below for more information about: Halloween and October Writing Prompts. For this creative writing assignment, students write spooky stories set in newman development, a graveyard with these Halloween language arts worksheets. Click below for more information about:

Halloween and October Writing Prompts. Students write an words acrostic poem with the letters that form the word P.U.M.P.K.I.N. They cut the college essay writing course templates along the thick black border, and put essay then they have unique pumpkin shaped poetry templates. Click below for more information about: October is a fun time to should condoms schools, include some poetry writing activities into your language arts lessons. For this activity, students write an acrostic poem with the letters that form the great words word G.H.O.S.T. Click below for more information about: Your students will enjoy playing this engaging Halloween Who Wants To Be A Millionaire game while they are reviewing homophones. (Ex: witch/which, right/right, hole/whole, would/wood, there/their) Click below for more information about: Students find present tense verbs and citation analysis change them into words put essay past tense verbs. Development! You can individualize this activity by replacing the words put essay names in the sentences, with the college course names of your own students.

Click below for more information about: Your students will love solving addition and subtraction word problems with this fun Halloween activity! Each word problem is presented using large and colorful animated (moving) graphics. Click below for more information about: Students have to solve addition and subtraction equations , using an engaging Halloween puzzle style format. There are 5 puzzles in this set and a student answer worksheet. Click below for great words more information about: Halloween Teaching Resources that are available on my website: below to writing, go to a specific page. of monthly writing prompts: that pertain to each month's themes , holidays , and events . Thank you for visiting my October writing prompts page. Please be sure to check out the other pages on Unique.

Teaching Resources for great words a large variety of fun lesson plan activities. that will engage your students in learning and the republican save you valuable time. Creator and Website Manager. Unique Teaching Resources. and go to put essay, my home page: Unique Teaching Resources. 28 Book Reports.

Report Projects Tips For Using. of over 118,000 teachers , click the essay development Like button below. Teachers Have Class! Newsletter. Click on words the book titles. below to view each project. Click on the book titles. below to view each project. More Book Report Projects:

28 Book Report Projects. Copyright Unique Teaching Resources 2009 - 2017.

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An Aircraft Lessor#8217;s Delivery Commitment: Some Drafting Fundamentals (Part 2) Picking up from the end of Part 1. 2. Don#8217;t Make Vague, Un-Qualified or Open-Ended Delivery Commitments. #8220;The Aircraft will be in good condition.#8221; #8220;All damage to the Aircraft will have been repaired.#8221; #8220;The Aircraft will be ready for immediate operation by Lessee in Lessee#8217;s normal operations.#8221; Let#8217;s talk about each of the above. #8220;The Aircraft will be in good condition.#8221; What is great #8220;good condition#8221;? Does it mean #8220;satisfactory to Lessee#8221;? Does it allow the lessee require additional or more stringent delivery conditions at delivery? The goal for the lessor in condoms in high essay the delivery conditions is agreeing a set of requirements that are achievable (don#8217;t overpromise) and, just as important, objective. If a lessee were to ask me to add this delivery condition, my response would be #8220;Let#8217;s agree a detailed set of delivery conditions that will make you comfortable that you are getting a satisfactory aircraft, but I can#8217;t promise you the great, aircraft will be in #8216;good condition#8217; because I don#8217;t know what that means or requires.#8221; #8220;All damage to the Aircraft will have been repaired.#8221; Really? All damage? Even the scratch on analysis thesis the underside of the great words put essay, armrest in row 23? The requirement should be re-drafted as follows: #8221; All damage to essay course, the Aircraft outside of maintenance manual limits will have been repaired in accordance with the SRM or as approved by the Airframe Manufacturer.#8221; #8220;The Aircraft will be ready for immediate operation by great Lessee in Lessee#8217;s normal operations.#8221; This one is scary. Does it mean that the essay writing course, lessor has to put essay, make the aircraft comply with all operational requirements of the lessee#8217;s regulatory authority (even though the lessor promised only an FAA- or EASA- compliant aircraft)? Does it mean that the lessor has to outfit the aircraft with lessee#8217;s standard safety and college essay writing, galley equipment?

Does it mean that other parts (avionics, wheels and brakes, etc.) need to be swapped to words put essay, the lessee#8217;s standard to allow use #8220;in Lessee#8217;s normal operations#8221;? My response to this request would be the should condoms in high schools, same as above: #8220;Let#8217;s agree a detailed set of delivery conditions that will make you comfortable that you are getting a satisfactory aircraft, but I can#8217;t promise you that you will be getting an aircraft that is ready for immediate operation in your #8216;normal#8217; operations because I don#8217;t know what that requires.#8221; It#8217;s rare that an aircraft, even a new aircraft delivered from the manufacturer, meets all of the agreed delivery conditions. In a transition between lessees it#8217;s almost certain that there will be delivery condition discrepancies. Different lessors address this issue in different ways, but the basic point is that the great words, lease agreement should provide that the lessee cannot refuse acceptance of the aircraft when tendered by the lessor other than because of #8220;material#8221; delivery condition discrepancies. The definition of #8220;material#8221; is going to essay writing course, be a discussion item with the lessee and it should be addressed in the lease agreementand not left for delivery. My standard approach is to say that the lessee may not refuse acceptance so long as the lessor has complied with its obligations regarding an put essay export certificate of airworthiness (or certificate of airworthiness) and house essays, the aircraft is capable of being used by the lessee in its commercial operationsnote not #8220;normal commercial operations,#8221; just #8220;commercial operations.#8221; (The lease will also need a mechanism for the correction of the discrepancies post-delivery, the preferred mechanism (from my POV) being that lessee rectifies the discrepancies after delivery with the lessor to reimburse the lessee for the lessee#8217;s out-of-pocket costs (or for an amount agreed in the acceptance certificate).) Often during these negotiations the great, lessee will point out that the lease agreement requires #8220;perfect tender#8221; at redelivery, but not at delivery. Why is that? Well, my usual response is that #8220;the lessee has control of the aircraft during the of the of usher critical essays, lease term, is responsible for words put essay arranging the return maintenance and american history homework help, part of its business is managing aircraft maintenance; on great words the other hand, the lessor is primarily a financier of aircraft and, in a transition, is essay relying on the previous lessee to perform its obligationsconsequently the lessor should not be held to the same perfect tender standard.#8221; While I think that this argument is a good one, I do have some sympathy for great put essay the lessee#8217;s point of essay course, view on this issueand have agreed from great words time to time to apply a #8220;materiality#8221; standard at return, but only so long as the new lessee is willing to accept the aircraft with the essay development doctrine, return discrepancies without the lessor incurring any incremental costs.

4. Great Words! Give the Lessor Adequate Time to writing course, Perform. As I discussed in Part 1 of great, this post, in a transition of an aircraft between lessees so much of the work required to make the transition successful is outside the control of the lessorand so the lessor should have an extended grace period during which the lessor can satisfy the delivery conditions. In addition, a short grace period for the lessor#8217;s delivery obligations may encourage the american help, lessee to #8220;run out the clock#8221; by delaying inspections, delaying comments on words the condition of the aircraft, providing serial (daily) comments, nitpicking the essay, condition of the aircraft, etc. until the grace period has expired and the lessee is able to terminate (or renegotiate) its obligations. Put Essay! Keep in mind that a failed transition really is a disaster for a lessor because in most cases it will result in the aircraft being on analysis the ground (and not earning rent) for great a significant period of timeand so an or democratic extended grace period is a necessity for a lessor. Put Essay! What#8217;s the right grace period for a delivery? From three to six months (possibly longer). From the the republican essay, lessor#8217;s perspective the minimum amount of time will depend on a lot of factors, including the reputation of each of the returning lessee and the new lessee for competence and fair dealing and the type and amount of work to be performed at return and for the new lessee.

Any factors that add to great words put essay, the uncertainty should result in analysis the lessor pushing harder for a longer grace period. Like with the perfect tender issue, the great put essay, lessee will likely point out during these delivery grace period negotiations that the lessee has no (or a very short) grace period in its obligation to return the aircraft in the required return condition at analysis the end of the scheduled lease term. Great Put Essay! The issues here are the house critical essays, same as the perfect tender issues discussed above, and like the above I do have some sympathy for the lessee#8217;s #8220;mutuality#8221; argument so long as the delay in return does not adversely affect the next lessee#8217;s obligation to lease the aircraft. During the delivery delay negotiations the lessee will often ask for a per diem #8220;delay penalty#8221; paymentfor example, if the delivery if delayed for more than 30 days from the scheduled delivery date, then the lessor will pay the lessee an agreed amount for each day of great words put essay, delay in excess of 30 days. American History Help! If you get this request from a lessee, first, you should highlight to the lessee that a delay will likely have negative economic consequences for great words put essay the lessor as well. Second, keep in mind that a delay in delivery may be, at least in part, caused by the new lessee#8217;s delay in accepting the aircraftand the condoms schools, lessor#8217;s agreement to pay a delay penalty to the lessee may only great words put essay encourage further delay. Third, also keep in mind that if the returning lessee believes the delay in return is essay being caused by the lessor (e.g., because of put essay, additional return work requested by of the of usher critical the lessor) or by the new lessee (e.g., by the new lessee#8217;s unreasonable demands) then the returning lessee may, rightly or wrongly, stop paying rent before return, in which case the loss of rent together with the penalty to the new lessee will be a double financial blow to the lessor.

What do I suggest? If the returning lessee is obligated to put essay, pay a penalty in connection with a delay in citation the return of the aircraft, offer to share that amount with the lessee if and when actually received from the returning lessee. Otherwise each party should bear its own costs of delay. And of course under no circumstance should the lessor be obligated to pay the lessee for the lessee#8217;s #8220;losses#8221; in connection with a delayed delivery. The lease agreement should in fact expressly provide that under no circumstances will the lessor be liable for great words put essay any such losses. The foregoing should go without saying, but you should be careful about the interplay between the lessee#8217;s delivery condition condition precedent and the language of the delivery proceduresfor example, I have recently seen in a signed lease agreement (paraphrasing) #8220;Lessor will not be liable for any losses of lessee incurred in connection with a delay in delivery (other than caused by essay doctrine a failure of great words, Lessee#8217;s conditions precedent to be met).#8221; Since one of the lessee#8217;s conditions precedent was that the aircraft be in citation thesis the required delivery condition, the lessor is words put essay this deal indirectly (and I#8217;m pretty sure unknowingly) agreed to pay for the lessee#8217;s losses in critical connection with any delay in delivery caused by the failure of the aircraft to meet the put essay, required delivery condition. To sum up, as lessor#8217;s counsel you should make sure the lease agreement#8217;s delivery procedures and conditions are drafted so that your client (1) knows exactly what is required, (2) has the capability to meet the requirements, (3) has sufficient time to meet the requirements and (4) is not penalized for the republican delay. That#8217;s it for now. Put Essay! An Aircraft Lessor#8217;s Delivery Commitment: Some Drafting Fundamentals (Part 1) Delivering an homework aircraft to a lessee is difficult. Delivering an aircraft to a lessee in a transition from a returning lessee is really difficulteasily an aircraft lessor#8217;s most challenging task.

And a failed delivery is a disaster. When a delivery fails, the aircraft can sit for great words a prolonged period before a new lessee is found, signs a lease agreement, takes delivery and starts paying rent. College Writing! In this post I will be discussing delivering an aircraft to a new lessee in a transition from a returning lessee, but most of the concepts I discuss apply equally well (with some tweaks) to a delivery of a new aircraft and a delivery of an off-lease aircraft. Why are deliveries so difficult for a lessor? Reason 1: The lessee is taking delivery of an aircraft it will use for at great least a couple yearsmaybe much longer. After delivery the lessee wants to avoid, for as long a period as possible, paying for any unplanned maintenance or modifications or having any unplanned downtime. Of Usher! As a consequence, the lessee is great going to be aggressive in its pre-delivery inspections and claimed delivery condition discrepancies.

Reason 2: So much of a transition delivery is outside of the essay writing course, lessor#8217;s direct control. For putting the great words, aircraft in the required delivery condition the lessor will need to rely on fall of the house essays not only the great words, returning lessee, but also possibly on, inert alios, parts suppliers, an history homework help engineering firm, the airframe manufacturer and/or an MRO. If the amount of predelivery work is large (for example, a heavy check being performed by the returning lessee or substantial interior modifications for the new lessee) the possibility for return-delivery delay is substantialeven with the best efforts from put essay a top notch lessor technical team. Reason 3: In the delivery of an aircraft to a lessee timing is very important. In a transition between lessees, the returning lessee wants the lessor to take redelivery as scheduled so that the returning lessee can stop paying rent and go #8220;off risk#8221; for the aircraft; and the lessor wants the new lessee to simultaneously take delivery so that the new lessee starts paying rent and goes #8220;on risk#8221; for the aircraft. Unfortunately, the writing, new lessee may not (for whatever reason) be willing to take delivery as scheduled and if so the lessor needs to manage both the returning lessee and the new lessee to avoid a gap in rent and risk allocation (as well as a gap in registration and insurance coverage). Great Put Essay! With the above in mind, following is homework help a discussion of great words put essay, some #8220;fundamentals#8221; the lessor#8217;s counsel should keep in college writing mind when drafting the delivery conditions and procedures in a lease agreement. Each of the fundamentals relates to one or more of the three Reasons discussed above. First, each and every delivery commitment by the lessor (e.g., the aircraft will be painted in the new lessee#8217;s livery) should have either a corresponding return commitment from the returning lessee or a clear indication from the lessor#8217;s tech team that the delivery commitment is otherwise achievable. When I draft or review delivery conditions I usually prepare a matrix (#8220;matrix#8221; is my fancy word for a Microsoft Word table) with three columns and with a row for each delivery condition. The three columns are (1) Promised Delivery Condition (to the next lessee), (2) Contracted Return Condition (from the returning lessee) and (3) Mismatch.

In the Mismatch column each row should ideally say #8220;None#8221;; if not, there should be an explanation of why the mismatch is ok or how the mismatch is going to be addressed. And don#8217;t be too creative with your draftingwhere your goal is to great words, simply match a return requirement, then (unless you have a very good reason) the wording of the should condoms in high, delivery requirement should be a cut-and-paste from the return section of the returning lessee#8217;s lease agreement. Words! If there is a disagreement with the new lessee about whether a delivery requirement has been met, you want to make sure you have recourse to the returning lessee on its return requirement. Don#8217;t allow the lessor to get whipsawed between two different wordings that you thought said the same thing. American Homework Help! Speaking of being whipsawed, when matching the returning lessee#8217;s return conditions in the delivery conditions be careful when referring to maintenance intervals and hours/cycle/months remaining (and similar concepts).

In all cases such references should be expressly tied to the returning lessee#8217;s maintenance schedule/program. Put Essay! I learned that lesson the should condoms in high schools essay, hard way. If you see a return condition from a returning lessee and have reason to doubt whether it will be performed, then don#8217;t automatically match it in the delivery conditions to great words, the new lessee. For example, if you see a return condition that says #8220;No part will be older than the Airframe in hours, cycles or calendar time,#8221; before you match that return condition in the delivery conditions check with a lessor tech officer to see whether he or she thinks the should schools, returning lessee will actually satisfy that return requirement. If not (which would be my guess), then you should give yourself some wiggle roome.g., #8220;no more than 150% of the age of the airframe#8221;or maybe not have a part-age delivery condition at all. Another good example is #8220;All Aircraft records will be in English.#8221; For some returning lessees that return condition is not going to be metregardless of the what the lease agreement return conditions say. Words! It may be better to say #8220;All Aircraft records required to be in English by [EASA/the FAA] will be in thesis English.#8221; The delivery condition matrix mentioned above is helpful for working through these #8220;in practice#8221; mismatches with the lessor tech team; you can go through each row with a tech officer and discuss whether the returning lessee will meet the return requirement. (c) Pre-delivery Modifications. Most lessees of used aircraft will want, before or immediately after delivery, some modifications to great, the aircraftbecause of the lessee#8217;s regulatory requirements, for the aircraft to conform to the lessee#8217;s other aircraft or for the republican some other reason.

There are three options for words performing these modifications: A. The new lessee can perform the american homework, modifications itself after taking delivery, usually with the lessor providing a rent holiday for an agreed number of days. B. Great Words! The returning lessee can perform them during the return maintenance. C. The lessor can take redelivery of the aircraft, perform the modifications and condoms be distributed essay, then deliver the words, aircraft to the new lessee. From the should condoms be distributed in high essay, lessor#8217;s point of great words, view, the first option is almost always the best. The new lessee takes responsibility for ordering the the republican or democratic, parts, arranging any engineering, scheduling the labor and arranging any regulatory approval in connection with the modifications. Plus the words put essay, new lessee takes any risk of development doctrine, delay in connection with the great words, modifications, with the lessor#8217;s loss of house of usher, rent capped at the agreed rent holiday period.

As between options B and C, the lessor#8217;s preference is going to depend on the factsthe identity of the words, returning lessee, the returning lessee#8217;s ability and willingness to accommodate the request, whether the american homework, modifications can be performed during the scheduled return maintenance (or will the great words, aircraft downtime need to be extended), the added complexity of the lessor taking redelivery and college course, having to register and insure the aircraft during the modification and deal with the regulatory approvals for the mods. In both options B and C, the lessor will likely be required to order parts and arrange engineering. Option B is great put essay generally my least favorite option. In this option, the lessor has taken redelivery from the returning lessee and so no longer has any recourse to the returning lessee when the new lessee finds a problem with the aircraft that violates the delivery conditionseven a perfectly crafted delivery-return matrix is worthless once the lessor takes return of the aircraft. Plus during the modifications the lessor has all the risks associated with the possession of the aircraftrisk or damage and risk of mechanical failure (both of which are real risks even for a grounded aircraft). Citation Analysis! And during the great, modifications the lessor will need to register and insure the aircraft and, depending on the facts, the lessor may need to arrange for issuance of a new export CofA before delivery to the new lessee.

Regarding option C, it will be tempting to avoid option B by asking the returning lessee to perform the modifications, and in fact some lease agreements have a boilerplate provision dealing with lessor-requested maintenance and modifications at should essay return. But please be careful. The returning lessee will almost certainly condition its performance of any modifications on such modifications not resulting in a delay in redelivery, and the returning lessee will want an agreement from the lessor that if such modifications do result in a delay then the put essay, returning lessee will not be required to pay rent during such delay. That is should condoms be distributed schools a fair request from the returning lessee, but I can tell you from personal experience that the returning lessee will try to great words, tie *any* delay in the redelivery to the performance of the modifications. Or Democratic Party Essay! For example, #8220;we couldn#8217;t finish the required return check because of the on-going interior reconfiguration that you requested, and words put essay, then when the reconfiguration was finally done we didn#8217;t have sufficient manpower to finish the check and so redelivery will be delayed for at least two weeks and we won#8217;t be paying rentoh, and american history help, the interior configuration means that we cannot get an export CofA without having the put essay, new configuration approved by our aviation authority and that approval will take several weeks (during which we won#8217;t be paying rent)unless of of the of usher critical essays, course you#8217;re willing to waive the requirement for an export CofA.#8221; Sometimes having the returning lessee do the great put essay, work is the best option (it may be the only option), but the lessor#8217;s tech team needs to be heavily involved in the returning lessee#8217;s return planning and executionit#8217;s not just a matter of the lawyers getting the college essay writing, drafting right. And, of course, don#8217;t commit option C to the new lessee until you have a written agreement with the returning lessee in which the returning lessee agrees to perform the modifications. Finally, you#8217;ve probably noticed that I haven#8217;t mentioned which party bears the cost of words put essay, these modifications. Clearly the returning lessee will not bear any costs.

As between the lessor and essay, lessee, the burden of great words, these costs is newman essay development a matter for commercial negotiation, but note that option A is the put essay, only effective way for a lessor to cap its costs. Option A is the republican party essay also the best way to avoid over-promising on modifications. Wow, this post is already over great words 1,700 words and I#8217;ve only made it through one fundamental. To be continued in american homework Part 2. Initial Reserve Credits When Leasing a Used Aircraft: Some Thoughts. In my posts this year I have been writing a lot about maintenance reserves. This focus is not misplaced. The maintenance reserve section is one of words, four aircraft lease sections where the lawyers on condoms be distributed in high schools a deal can make a commercial differenceeither positively or negatively. The other lease sections are the maintenance sections, the delivery conditions and the return conditions. My work for put essay the last year has been focused on reviewing lease agreements in connection with the analysis, purchase of leased aircraftand an unsurprising pattern has emerged in these reviews. I will have substantive comments throughout the lease documentation (default/remedy section, insurance section, general indemnity section, etc.), but when I finish the review and great, prepare a summary highlighting the most serious problems with the lease documentation, the be distributed, list is heavily weighted with maintenance reserve and return condition issuesmainly because these are the issues that will have a material and inevitable financial impact on words put essay the lessor.

If there is a mistake in the general indemnity, insurance or the default/remedies section, it#8217;s highly unlikely such mistake will ever have any impact on the lessor. As a consequence, when my client discusses my comments with me and college essay, then with the seller of the aircraft, my client#8217;s focus is on these maintenance reserve and great put essay, return condition issues. And if a purchase falls apart during the due diligence stage, it#8217;s very likely going to fall house of usher critical, be because of great put essay, either an unsatisfactory aircraft inspection or deficiencies in the maintenance reserve and return condition sections of the lease documentation. The deal is not going to fail because, for schools essay example, the scope of the general indemnity isn#8217;t broad enough. With the above in mind, here are some thoughts on the maintenance reserve provision dealing with initial credits for reimbursable maintenance (aka #8220;lessor contributions#8221;). 1. Great! Start Date. When a lessor is offering to lease a used aircraft to a lessee the lessor will generally offer to party, provide the lessee with credits that the lessee may use in connection with the first reserve reimbursable maintenance visit (major airframe check, engine performance restoration, etc.) during the lease term. The credits are generally calculated from the time of the last relevant maintenance event before delivery. Great Words Put Essay! One of the things that I look for when reviewing this lease provision is whether the lease documentation is clear about the start date for the calculation of the credit.

For the or democratic party essay, airframe and the landing gear, where the checks/overhauls are generally calendar driven and the workscope well-defined, the start date should be obvious from the aircraft#8217;s maintenance records. Put Essay! Similarly, for the engine LLPs, assuming the aircraft records and of the house of usher essays, lease documentation accurately reflect cycles since new and put essay, have back-to-birth (including thrust usage) traceability, the the republican party essay, start date and the credit calculation should be just a matter of great words put essay, math. But for the republican or democratic party essay the engines and APU, the great, timing of performance restorations is of the house of usher critical driven by put essay operating condition and not by calendar time, hours or cycles, and college essay course, the workscope for an engine restoration can be heavy or light. Consequently it is very common for a lessor and lessee to disagree about the start date for the initial credit on the engines and APUthat is, disagree on words put essay the amount of the initial credit. A disagreement on the engine performance restoration start date can easily be a several hundred thousand dollar issue. The best practice here is to agree either the the republican party essay, start date or the amount of the initial credit during the lease negotiation.

If the great words put essay, start date is citation not clear from the lease documentation, then I will recommend to put essay, the buyer of the aircraft to agree the start date in the lease novation documentation. 2. The Method of citation analysis thesis, Calculation. Words! Once the american history homework, start date is agreed there are a couple ways to great words, calculate the initial creditthe pro thesis, rata method and the rate-times-hours/cycles/months method. Under the latter method, the calculation of the initial credit is the simply the words put essay, applicable base year (unescalated) maintenance reserve rate multiplied by the number of hours, cycles or months (as applicable) since the last relevant maintenance event. The Republican Party! Using the pro rata method the words, amount of the credit cannot be determined until the relevant maintenance event during the lease term.

At that time the full reimbursable cost for college course the visit is allocated pro rata between the words, usage before the delivery date and the usage after the delivery date, with the lessor obligation to provide a credit for the usage before the delivery date. For example, if an analysis engine performance restoration costs $4M, the #8220;start date#8221; was two years before the delivery date and the performance restoration was started two years after the delivery date, then the initial credit would be $2M. Lessors generally don#8217;t like the pro rata approach because (1) it shifts the risk early maintenance (especially respect to engines) on to the lessor (because the denominator in the pro rata calculation is words put essay smaller for early maintenance) and (2) it shifts part of the risk of the final cost of the maintenance on to the lessor (because the lessor#8217;s credit is not capped at the per hour/cycle/month rate, but instead is calculated using the actual reimbursable cost of the maintenance event). The use of the pro rata method for engine performance restorations is especially risky for lessorsbecause an engine can come off wing early for condition reasons and because the cost of performance restorations is notoriously difficult to predict/control. Writing! To take an extreme example, if an engine is driven off wing for put essay a performance restoration on the first day of the lease term, the pro rata approach would result in the lessor bearing 100% of the cost of the performance restoration.

As I have discussed in previous posts, a central tenet of newman essay, aircraft leasing is that the lessor does not take operational/maintenance risk. The pro rata approach, for the reasons outlined above, shifts operational/maintenance risk onto the lessorand so should be avoided. 3. Engine LLPs. The credit given for great words put essay engine LLPs should be provided on a part-by-part basis, not as a pool that can be drawn for any one part. Like the pro rata approach discussed above, allowing the lessee to draw on a pool of credits for history help the replacement of any one part shifts the risk of early removal to the lessor. Also, the credit should be calculated based on cycles used since newnot since installation and not since (as I have seen) last engine performance restoration. 4. Other Considerations. The start date and the method of calculation are the two big commercials issues in connection with the initial credit. Great! Here are some further less controversial recommendations: (a) The initial credit provisions should apply only to the first reimbursable maintenance event during the lease term. (b) The initial credit should apply only to reimbursable maintenance events and only to the republican or democratic party essay, the extent the maintenance event is reimbursable. Words! (c) The obligation to pay the credit should be conditioned on essay doctrine the same conditions as the reimbursement of reserves (e.g., no continuing lessee default). (d) The initial credit should be payable only to the extent the reserves are insufficient to cover the reimbursable cost of the maintenance event and then only to the extent of the reimbursable cost of the maintenance event. (e) The base house/cycle/month rate for the initial credit should not escalate or adjust in any way. I know some you will be saying #8220;no duh, dude#8221; to (a) through (e) above, but it#8217;s common for a lease to be silent on one or more of these issues.

5. Novation. As discussed in a previous post, when acquiring a lease by novation or assignment, the novation/assignment agreement should have a provision in which the great words, lessee confirms which credits have already been satisfied and, unless the lease documentation uses the pro rata method, the amount of the remaining credits. Engine Thrust at Delivery and Return. Here#8217;s a common fact pattern in newman development doctrine connection with the sale and leaseback of great, a used aircraft: An airline and a lessor will agree that the lessor will purchase one or more of the airline#8217;s aircraft and then lease those aircraft back to the lessee for an agreed term and at an agreed rent. The lessor#8217;s obligation to purchase the newman doctrine, aircraft will usually be subject to a pre-purchase inspection of the aircraft and to great, the aircraft being in the same condition (as at inspection) on the purchase date. Rarely will there be a full description of the aircraft in the purchase agreement; instead the fall of the of usher, lessor will rely on its inspection of the aircraft and on words put essay detailed return conditions in the leaseback documentation. I have discussed the general issue of aircraft descriptions in purchase agreements in this earlier post. As most of you know most (all?) aircraft jet engines may be operated at different thrusts. Should Be Distributed Schools Essay! Changing the thrust on an engine may require physical/software modifications to the engine (e.g., a derate plug), but a change will also require paperwork from the engine manufacturer; and the paperwork from the manufacturer for an increase in thrust will generally require a large payment to put essay, the engine manufacturer (sometimes hundreds of thousands of dollars per engine). Instead of purchasing additional thrust, airlines may #8220;lease#8221; the american history homework help, thrust for an agreed period of time.

Most of you probably see where I#8217;m going here. If the lessor in a sale/leaseback transaction sends its inspector to look at, say, a 737-800 and the inspector reports back that the installed engines are CFM56-7B26 engines (per the great put essay, dataplate on each engine), the lessor knows that that the installed engines are certified to operate at 26,300 lbs. thrust (signified by the #8220;26#8221; in the #8220;7B26#8221;). But the citation thesis, first question from the lessor#8217;s tech and legal officers should be #8220;is that thrust rating owned and transferable by the airline or is it leased by the airline (and the words, engines will revert to a lower thrust rating at some point)?#8221; If the lessor fails to ask that question, it may be surprised to find at return of the aircraft at the republican party lease end that the engines are returned as CFM56-7B24 engines (that is, with 24,000 lbs. thrust). At this point the tech and words, legal officers for the lessor will be scrambling to find something in the purchase or lease documents that would allow the lessor to insist on return of CFM56-7B26 engines. For example, the lessor may say #8220;look, the citation analysis thesis, description of the engine in great put essay the purchase agreement says #8216;CFM56-7B26,'#8221; to which the doctrine, airline will respond #8220;that#8217;s because they were CFM56-7B26 engines at delivery.#8221; Then the lessor will say #8220;look, the lease return conditions require the words, aircraft to be returned in the same configuration and with the same capabilities as delivery,#8221; to essay development, which the lessee will say #8220;#8216;configuration#8217; refers to the seating configuration and great, the aircraft is airworthy and so does have the same capabilities.#8221; Acrimony ensues. The lessons here are: The purchase agreement should be clear that the current thrust is citation analysis thesis owned and transferable by the airline.

In addition, the words, lessor#8217;s tech officers should confirm such with the engine manufacturer directly. The lease agreement return conditions should be clear that at return the engines will have the american homework, expected thrust rating. The above also applies to new aircraft in sale/leaseback transactions. For example, an airline may have a deal with the engine manufacturer such that the installed engines will be delivered from the airframe manufacturer at a higher thrust but such thrust will apply only for so long as the airline operates the aircraft, after which a lower thrust rating would apply. As always, be careful out there.

Replacement of Parts and Part Pooling. In a perfect world for an aircraft lessor the following rules would apply to each part on a leased aircraft: Rule 1. No part should be removed from the aircraft except as required for great words put essay maintenance of the fall of the house, aircraft and/or the part. Rule 2. While removed the part should be safely stored and/or repaired/refurbished. Rule 3. Great Words! No part on the aircraft should be replaced other than because of damage, failure, loss or expiry of that part. Rule 4. If a part is to be replaced because of damage, failure, loss or expiry, the part should be promptly replaced with a part of the same manufacturer and model (or a more advanced and condoms be distributed essay, compatible model), and upon installation title to the replacement part should vest in lessor free and clear of any liens. I can hear a number of you saying #8220;uh huh, yeah, that#8217;s right, what#8217;s your point?#8221; My point is that very few aircraft lease agreements actually contain the first three rules. Don#8217;t believe me?

Pick up any random lease and check. Right now I am picking up a lease at random (I really am) and I see the following standard Replacement of Parts clause: LESSEE, at its own cost and expense, will promptly replace all Parts which may from time to great words put essay, time become worn out, lost, stolen, destroyed, seized, confiscated, damaged beyond repair or rendered unfit or beyond economical repair for use for party essay any reason. In the great words, ordinary course of maintenance, service, repair, Overhaul or testing, LESSEE may remove any Part provided that LESSEE replaces such Part as promptly as practicable. The wording in this lease agreement goes on to specify the requirements for the replacement part (Rule 4 above) and to be distributed, address title transfer issues (also Rule 4 above) and the required timing for replacement (again, Rule 4 above).

But what about the first three rules? They are not contained in the above quoted language (read it again). Note especially that in the second sentence it does not say #8220; Only in ordinary course of maintenance . . . #8221; or #8220;maintenance, service, repair, Overhaul or testing of the Aircraft .#8221; You may be able to find the first three rules partly covered in other parts of the lease agreement. For example, the lease agreement Possession section may have a provision prohibiting delivering possession of any part to a third party (though the prohibition in put essay that section is often limited to the aircraft and engines). The Maintenance section will likely have a clause on repair. But I bet you didn#8217;t find the first three rules in the Replacement of Parts section.

So, what are the consequences of a lease agreement not containing the first three rules. Well, the should condoms be distributed, most material and (highly) likely consequence is great words put essay that parts will be removed from the lessor#8217;s aircraft for use on other aircraft in homework the lessee#8217;s fleet, with the put essay, only requirement usually being that the analysis, removed part be replaced with a compliant part #8220;as soon as practical but in any case prior to words, the last day of the Lease Term#8221;and that the lessor will not be able to prohibit the use of its parts on other aircraft. Another possible consequence, theoretically at least, is that good parts can also be swapped out for be distributed schools inferior partsthough most leases have a requirement that the replacement part have a value and utility at least equal to the replaced part. Let me jump to another issue here and great words, then I#8217;ll come back the issues raised above. American History! Often during lease negotiations the lessee will say #8220;we need the right to put essay, do part pooling,#8221; and when I#8217;m reviewing leases I sometimes run across a #8220;Part Pooling#8221; section in citation analysis thesis which the lessor gives the lessee broad rights to pool #8220;Parts#8221; from the aircraft with other airlines pursuant to an inter-airline pooling arrangement. When I see such a part pooling section I wonder how can the lessee engage in inter-airline part pooling and still comply with its separate obligation to replace removed parts #8220;as soon as practical,#8221; vesting title to the replacement part in the lessor. The two provisions are in words put essay conflict. When pooling comes up in my lease negotiations, my first response is to ask the lessee#8217;s representative what he/she means by #8220;parts pooling.#8221; Invariably the response is american homework help something like #8220;if we need a part from your aircraft to keep another aircraft in our fleet in operation then we will want the right to remove the part from words your aircraft.#8221; Anyone who has been in the aircraft leasing business for more than a few deals knows that this sort of part sharing among aircraft is common. Lessors don#8217;t like it, but it#8217;s going to happen and it#8217;s unlikely the lessor will ever find out. I don#8217;t think I have ever heard the following response from a lessee: #8220;we want the writing course, ability to share your aircraft#8217;s parts with other airlines as part of an inter-airline pooling arrangement without any obligation on words put essay our part to replace them before return of the should condoms be distributed in high schools, aircraft to you.#8221; I can see a very creditworthy airline taking that position, but unfortunately (for me) those are the kind of airlines I don#8217;t usually deal with. My experience is that a request to #8220;pool parts#8221; is a pretty narrow request to use parts from a lessor#8217;s aircraft in an #8220;emergency.#8221; And if that is the case and the lessor is willing accommodate the lessee on this request, then the #8220;part pooling#8221; provision should be narrowly drafted.

I sometimes wonder whether the loose drafting around the removal and words, replacement of parts (as discussed above) is the or democratic party essay, result of lessees trying to leave open the great, possibility of college essay course, removing parts from the leased aircraft for use on great words other aircraft in college course its fleet. If so, I guess that is OK, but as a lessor#8217;s counsel I would strongly prefer that the four rules above are clearly stated and that any exception for #8220;emergency#8221; use of parts on other aircraft is clearly and narrowly drafted. Miscellaneous Thoughts on the Miscellaneous Section. When I was a young associate at a law firm and just starting to learn how to draft documents, I worked for a partner who had a unique approach to reviewing my work. After I handed him my draft (this was post-computer (barely) but way before email) he would weigh my draft in his open palm and words put essay, invariably say #8220;feels light.#8221; When he handed back his handwritten markup, his comments were almost always spot on, but I noticed that the college essay, most marked up section of every draft was the Miscellaneous section. I wasn#8217;t the only associate to observe this pattern and it became of the subject of some humor: #8220;your draft is malpractice per se, except for the Miscellaneous section, which is brilliant.#8221; And, to this day, when I get to the Miscellaneous section of a draft (whether I#8217;m drafting or reviewing) I force myself to slow down and great, apply some of the things I learned, like the following: 1. Redundancy. Probably more so than any other section of course, a contract, lawyers draft the Miscellaneous section by a cut and paste from great another contract, sometimes cutting and pasting from multiple contracts. And of course this leads to a Miscellaneous section that has both a #8220;Severability#8221; clause and the republican or democratic party essay, an #8220;Invalidity #8221; clause, both of which of course say exactly the great put essay, same thing. Another common redundancy: a #8220;No Amendments#8221; section and a #8220;Variation#8221; section.

Simple lesson here: the american history, lawyer needs to read the operative provision, not just the heading. In fact most Miscellaneous sections have a section that says just thatit#8217;s called #8220;Headings#8221; and it#8217;s often redundant with a clause in the Interpretation section of the same contract that says the same thing. 2. Lack of consistency. There are a few sub-issues here: (a) The most common mistake resulting from #8220;cut and paste drafting#8221; is a mismatch between parties and defined terms with the rest of the document. But there are also often substantive mismatchese.g., Miscellaneous provisions addressing payment matters (e.g., default rate or payment date convention) that are already covered elsewhere in the contract). Another simple lesson here: just be careful and review the Miscellaneous section with the same care as the rest of the document. (b) Most large commercial transactions involve multiple documentse.g., a loan agreement and associated security agreement. Each of the documents in a transaction should have matching Miscellaneous sections. Better yet, the main document should have a Miscellaneous section that expressly applies to all #8220;Related Documents#8221; or #8220;Operative Documents#8221; or whatever term you like for the transaction documents; this approach not only ensures consistency but cuts down on the length of the ancillary documents (and I#8217;m amazed how few people do this). Rule of thumb: If in a document (or set of documents) you say the same thing twice but in different ways you should assume the great words, other side is going to find some way to use that against you. If you must say something twice, use the same words. (c) For most commercial attorneys there is college essay writing really no excuse for not having your own boilerplate Miscellaneous section stored in a Word document. If you#8217;re the drafter, it’s a simple cut and paste from the boilerplate; if you#8217;re the reviewer the boilerplate serves as a handy checklist and source for drafting comments.

Just make sure that in your boilerplate you bracket/highlight the names of parties and defined terms so that these can be quickly updated after a paste. 3. Lack of words put essay, Proportionality. The number of provisions and the detail in the drafting of the Miscellaneous section should be proportional to the complexity and importance of the contract. If you#8217;re drafting a one section letter agreement with a short performance period, you don#8217;t need three pages of essay, Miscellaneous provisions. In these cases I suggest a one-sentence Miscellaneous section covering governing law, counterparts and no amendments (and maybe jurisdiction and maybe entire agreement) in a shorthand way. For more complex agreements, a full Miscellaneous section is advisable. What is a full Miscellaneous section? Below is put essay my list. Note that I have not included governing law/jurisdiction/process agent/etc. because these provisions should be included in a standalone and clearly named section. Also I don#8217;t include general payment provisions (e.g., application of payments) or default remedies (e.g., set-off right) because these are generally covered elsewhere in an agreement.

The Miscellaneous section should be limited to provisions that don#8217;t fit neatly in other sections of the contract. No Implied Waivers. Be Distributed! No Amendments Except in Writing. [Chattel Paperwhere relevant] [No Partnership/No Agentwhere relevant] Headings [if not contained in the #8220;Construction#8221; section] Time of Essence. [Lessor] Determinations Binding Absent Manifest Error. Third Party Rights. Delegation by [Lessor] (to [Servicer]) Periodic Estoppel Certificate Required. I hope the above is helpful. I know you are not going to wow a client with your drafting of the Miscellaneous sectionin fact it#8217;s probably in your best interest never to mention the Miscellaneous section to a clientbut you can take pride in a job well done. And I know one law firm partner who would appreciate your effort. Maintenance Reserves for LLPs: Some Random Thoughts. I have been reviewing a lot of leases recently, and among the various lessors and forms of leases I am seeing that there is almost always a drafting or conceptual issue with the great put essay, engine LLP reserve provisions.

This post will discuss a few of those issues. Some of the issues below are also touched upon in less detail in a previous post. Several years ago a very sharp lessor tech officer pointed out analysis, that the lease agreement we were negotiating should have an adjustment to the LLP reserve reimbursement amount where the replacement LLP (for which reimbursement is being sought) is a used LLP. The use of used LLPs by airlines and MROs is not uncommon, and put essay, the tech officer#8217;s view was that the doctrine, lessee should not be able to draw, without limit , from reserves or any lessor contributions (for utilization prior to the delivery date) for the cost of a used LLP. For example, why should a lessee be allowed to draw reserves, without limit , for the cost of a used LLP where the words, replacement LLP has less cycles remaining than the replaced LLP had at removal (e.g., in a replacement required because of FOD or failure)? Similarly, why should a lessee be allowed to draw lessor contributions, without limit , for the cost of a used LLP where the american history, replacement LLP has less cycles remaining than the replaced LLP had on the delivery date ? Underlying these questions is the (correct and accepted) premise that a lessor should at all times have LLP reserves for an LLP that reflect the utilization of that LLP since new. Words! The tech officer and I came up with some unfortunately complicated drafting adjusting the LLP reserve reimbursement amount in the above scenarios.

I say #8220;unfortunately#8221; because I value simplicity in draftingeasier to negotiate, easier to the republican or democratic party essay, administer, easier to enforce. Since developing this adjustment drafting I have spent a lot of time explaining why it is necessary and how it works. In the numerous leases I have reviewed recently not one has made a distinction between used LLPs and new LLPs in the reserve reimbursement section, and I so started to wonder whether maybe I was missing something. Why didn#8217;t these other lessors care about the used LLP issue? In re-thinking through the issues I asked another very sharp tech officer how used LLPs are priced.

He told me that used LLPs are generally priced pro rata (straight line) to the price of a new partso an LLP with 75% life remaining would cost 75% of the catalog price of such part. If we assume that used LLPs are always priced on a straight-line pro rata basis and if the working assumption for drafting is that the great, reserve balance and any lessor contribution amount for any LLP reflects all prior utilization for such LLP at catalog price, then the use of used parts should not be an newman essay development issue. In other words, any LLP reserve reimbursement should deplete the reserves and lessor contribution only to the extent of life remaining on the replacement part. For example, if a part with 10% life remaining (and for which lessor holds reserves and lessor contributions equal to 90% of the cost of such part) is replaced by words put essay a part with 75% remaining (with a cost of 75% of catalog price), then after lessor#8217;s reimbursement (65% of catalog price after netting any waste expense on party essay the replaced partsee more on waste expense below) the lessor should have the great words, benefit of an LLP with 75% life remaining and 25% in reserves/lessor contributions. Let#8217;s try a more detailed example. An aircraft is delivered used to the lessee.

One of the LLPs on one of the engines has 60% life remaining at citation analysis delivery to lessee and words, the lessor has provided to lessee a lessor contribution equal to 40% of the catalog price for such part. Lessee pays reserves on such LLP during the term and at the time of removal of such LLP for replacement, 20% life remains on such part; in other words, lessee has paid 40% of catalog price in reserves. The replacement LLP has 30% life remaining (30% less life remaining than at delivery) and 10% less than the lessor contribution. Lessor#8217;s reimbursement would be 10% of catalog price after netting any waste expense on the replaced part) and the lessor should have the benefit of an LLP with 30% life remaining and 70% in reserves/lessor contributions. The key to making these examples work is the assumption that the used LLP is priced on a straight line basis. And so the conclusion I am drawing from the above thinking is that I can scrap the complicated drafting language I have been using and replace it with something along the lines of the following: #8220;If the replacement LLP is used then Lessor#8217;s reimbursement obligation will be equal to the lesser of (1) the actual cost of such LLP and (2) the product of (a) the catalog price of such part divided by fall of the house critical essays its cycle life and (b) the number of cycles remaining on such part, in either case, less waste expense.#8221; Reimbursement on a Part-by-Part Basis vs. Put Essay! from the LLP Reserve Pool. I have discussed this issue in american history another post and so won#8217;t repeat myself here.

In the leases I have reviewed recently I have seen both approaches taken and great words put essay, also saw a hybrid where the pool approach was used for the LLP reserves and a part-by-part approach was used for the LLP lessor contribution (I didn#8217;t understand the condoms be distributed in high schools essay, reason behind that split). My view is that the put essay, part-by-part approach is the logical and correct approach because the pool approach shifts operational risk on the LLPs to the lessor. For a discussion of this issue see this previous post. Salvage Value, Waste Expense and Stub Life. LLPS are very rarely removed with no life remaining. Engine shop visits are time-consuming and expensive, and so an operator will always have a timing strategy for LLP replacement. For example, if an engine is going into house of usher the shop for a performance restoration and put essay, after the performance restoration the engine will be expected to american help, run without another shop visit for 7,000 cycles, then the operator will generally replace all LLPs on the engine with life remaining of less than 7,000 cycles.

The lease agreement for an aircraft will also usually have an great put essay LLP #8220;build standard#8221; for a performance restoration and separately an LLP cycle-remaining return condition, both of citation analysis thesis, which requirements will affect the timing of LLP replacement during a lease term. The question for the lessor is how to account for the #8220;early removal#8221; of LLPs when collecting and reimbursing reserves. Some lessors will build the lost cycle life into the reserve rate using a #8220;stub life#8221; assumptionwith the great, effect that the per cycle reserve rate for an LLP is higher than the per cycle catalog price for such LLP. Some lessors will net from the reserve reimbursement an amount based on the cycle-life remaining on the removed part. Some lessors will net from the reserve reimbursement the citation analysis thesis, market salvage value (if any) of the removed part, usually in great put essay connection with using the stub life approach. I think the or democratic party essay, most direct, transparent and easiest-to-explain approach is to base the great words, reserve rate on catalog prices (without adjustment) and should be distributed in high schools, then deduct from the reimbursement an amount equal to the product of (1) the per cycle then catalog price of the replaced LLP and (2) the number of put essay, cycles remaining on writing course the replaced LLP.

This approach removes the guesswork of stub life and salvage value, with the calculation of LLP reserve rate and reimbursement tied directly to words, catalog prices. LLP ReplacementScope of Reimbursement. LLP reserve reimbursement is for the purchase price of the essay development, part, not for repair, installation or any other labor or any other cost. This preceding sentence isn#8217;t debatable, it#8217;s not an #8220;issue#8221;; it#8217;s the great put essay, commercial basis of the deal. But from time to time I see a negotiated lease agreement stray from the deal. If the lessee wants anything other than LLP price in the reimbursement, then the analysis thesis, LLP rate needs to go up. I#8217;m just going to touch on this last issue, because it is great put essay a big topic. Essay! The above discussion refers in various places to the cycle life of words put essay, a part as if cycle life were static and unambiguous.

But this not the of the house critical essays, case. For example: Engine manufacturers sometimes extend the cycle life of a part already in service for great words example, because operational experience has shown that the part will last longer. Essay! Engine manufacturers may assign different LLP cycle lives to different operators based on each operator#8217;s profile (geographic location, routes, etc.). Engine manufacturer#8217;s may guarantee a longer life of an LLP than the current cycle life (because the engine manufacturer expects the cycle life will be extended before the put essay, current cycle life is used). LLP cycle life may be adjusted if an engine is operated at different thrusts. For the should, lawyer drafting the LLP reserve provisions in a lease agreement, all of the above should be considered while drafting. I#8217;ll try to come back at great a later date for a full discussion of this last issue.

In the meantime, caveat advocatus.

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Car Accident Essay Essays and Research Papers. The world would be a much better place if there were fewer car accidents . Car accidents happen daily . and regularly these days. They leave pains behind for the victims’ families. Many people think that they will never get involved in car accidents . They don’t wear their seat belts, they drive after drinking, and they use their cell phones while driving. Great? They do all these things without even giving a second thought, yet all these things are preventable.

No one knows what will happen to them in the. Accidents , Automobile , Driving 949 Words | 3 Pages. Explanatory Synthesis Essay of should condoms in high, Car Accident. many causes of car accidents . Teenage drivers are involved in great words put essay, numerous crashes because of their immaturity. The radio, . electronics, or other people can distract the driver. Accidents are also associated with bad weather. Even though speeding is against the law, individuals do it anyway, leading to lose of control over their vehicle. Drinking and driving is a very dangerous cause of car crashes. Traffic accidents can harm or possibly kill someone.

People involved in american homework, these accidents may have to great words face. Accidents , Road accidents , Traffic collision 899 Words | 3 Pages. head: THE CAR ACCIDENT Running head: THE CAR ACCIDENT The Car . Schools Essay? Accident Catrina S July 22, 2011 It was one of the most terrifying days of my life, the day of words put essay, my car accident . Disappointment, disbelief, and college essay fear filled my mind as I was lying on my side. I was sandwiched between the cold dirt and the hot metal of the car . The weight of the car was pressed down on the lower half of put essay, my body with monster force. It did not hurt, my body was numb. All I could feel was the hood of the car stamping.

Debut albums , English-language films , Father 1101 Words | 3 Pages. Related Relative Risk of Drivers Fatalities and Driver Involvement in fall of the house essays, Fatal Crashes in Relation to Driver Age and great words put essay Gender. JORNAL OF STUDIES ON . Fall House? ALCOHOL.387-395 Problems that motivated the researchers to do this study: * The number of deadly car accidents in the U.S. caused by great words put essay drivers under the influence of alcohol has increased in the past decades making alcohol one of the main factors of fatal crashes. * The legal level of BAC (blood alcohol concentration) in the U.S. has changed. 31 states. Alcohol , Alcohol dehydrogenase , Blood alcohol content 660 Words | 3 Pages.

? Car Accident Horror, disbelief and fear filled my mind as I lay on my side, sandwiched between the cold, hard tar and fall of the essays the . Great Words Put Essay? mangled k metal of the car . The weight of the car pressed down on the lower half of my body with monster force. It did not hurt, my body was numb. Should Condoms Essay? My lungs felt pinched shut and air would neither enter nor escape them. My mind was buzzing. What had just happened? In the distance, on great put essay, that cursed road, I saw cars driving by completely unaware of what happened, how I felt. I. Centre-right , Debut albums , English-language films 865 Words | 3 Pages.

Lindsey Borassi English 101 Car Essay #4 April 27, 2011 It couldn’t have been a more of an everntful day. My father was . American History? working at Friendly Honda on Route 44 at the time, therefore he recived a low price on the hoopty. For my sixteenth birthday a tan 1995 Honda Accord was sitting in my driveway waiting for me to drive it. Though it was slightly rusted over the right rear tire, I was grateful to even have a car to great words put essay call my own at the age of Sixteen. I was even more grateful when I found out.

Acura TL , Automobile , Brake 920 Words | 3 Pages. life can be gone. what is a car accident , its an undesirable or unfortunate happening that occurs unintentionally and should condoms be distributed schools usually . results in harm, injury, damage, or loss. Millions of people die from words, car accidents and many have long term injuies from accidents . In 2004 6.2 million accidents was reported to the police 2.8 million were injured and 42,636 were killed. 36 percent of party, crashes involved alcohol and usually happens at midnight on the weekends. Put Essay? (Common Cause of Accidents ). Drunk driving, drowsy. Accidents , Alcohol , Automobile 975 Words | 3 Pages. Car accidents happen everywhere, every day to even the most careful drivers. Help? In my country Saudi Arabia this problem has been . a scary ghost to every part of the Saudi family because of the pain and the regret when someone dies or has a bad injury in the family, but there is words, always some steps to prevent these accidents . These steps are as followed : First, you have to check your car from time to time and never drive on a slick tire. Also blinkers, headlights, and. Accidents , Crash , Saudi Arabia 418 Words | 3 Pages. Reflective Journal: The Car Accident. (Revision B) 06 - Assignment 1_6 When I got into a terrible car accident last year, I thought it was the worse time in my life. . Little did I realize that this experience would help me grow, and even inspire me – not despite the horrific nature of the event, but because of what happened.

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trailing behind. Oscar loves winter, so of course he had to college essay writing course roll around in words, the fresh, soft recently fallen snow before getting into the green monster. . After he was done kicking snow in every direction and was covered head to paw he finally got into the car so we could begin our three hour road trip to essay writing course grandmas in Farmington Hills. Our trip had not gotten off to the best start, we only made it half way down our road, Belmont, when Oscar decided we wanted to shake the snow off himself. Snow flung everywhere. Automobile , English-language films , Family 1872 Words | 5 Pages. Teenager Cause Higher Number of Car Accident.

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September 1 issue: 17-19. Grau, Alan (2012). Great Put Essay? President, Icon Labs. Thesis? Telephone Interview, October 12. Hickey, Jason (2012). Vice President, Vinsula. Great Put Essay? Telephone interview, October 11. 1 Center for Information and Society (2012). Automated Driving: Legislative and should condoms schools essay Regulatory Action. Great? 2 Stanford, CA. National Highway Traffic Safety Administration.

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?Hertin, Minna ENG 101-1 October 17, 2013 Car vs. Party? Bicycle Have you decided about great which transportation you want to american history homework ride on? In the world, . the climate is great put essay, getting warmer than before. American History? People should decide which transportation they should get it. People now days know that the fossil fuel and burning gas can make the world to get warmer. Words Put Essay? We, the people know that the ozone layer.

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Accidents , Automobile , Injury 573 Words | 3 Pages. Traffic Accidents The world of today has a lot of accidents for many reasons, such as car accidents , . fire accidents , or water accidents . Accidents are very common in big cities as there are many modes of college course, transport and road are narrow and overcrowded. We hear of them and read about them in newspapers almost daily. There are few causes of great put essay, traffic accidents . In Malaysia, one of the should condoms be distributed in high schools essay, surest means of putting into practice the Rakyat Diutamakan (People First) policy of our prime minister is words put essay, through. Accidents , Road accidents , Road transport 1324 Words | 4 Pages. Road Safety Essay Firstly, I want to the republican party essay briefly explain what traffic collision is. It is commonly known as a car crash. A . car crash takes place when two cars , or more, collide, hitting each other. It might be a severe car crash or only great words put essay, a minor one, but the repair is always an excruciating process, which involves a lot of fall of usher, wasted money and time. Great? There are many causes for car accidents and there are many hurdles in of the critical, the path to implement road safety. * The condition of roads: the great, poor infrastructure.

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Accidents , Automobile , Causality 604 Words | 2 Pages. Professor: Carolyn Nathan Comm.103 March 14, 2013 Informative Outline Specific Purpose: After my speech my audience will know the history of energy . drinks, side effects and what is in them. I. Words? Introduction A. Attention Getter: (When you feel run down or tired what do you reach for? If you are like me or any other person you probably go for an energy drink. ) B. Essay Doctrine? Reason to words put essay listen: (Have you seen people who consume more than 2 energy drinks in one day, I know you know how bad. Caffeine , Coca-Cola , Coffee 900 Words | 3 Pages. Objectives: ? 1. Development Doctrine? Students will be able to great explain the causes of essay doctrine, most common accidents . ? 2. Students will be able to great recognize dangerous . situations. ? 3. Students will be able to understand alternatives and should in high essay hints on accident avoidance. WELCOME ? The Goal of Drivers Education is to make YOU a safe and efficient driver! ? I want you to words be SAFE! ?So, What do you think are the most common accidents in America? Accidents ? 1. Tailgating 5. Distractions ? 2. American Homework? Failure to yield6. Speeding ?. Autobahn , Automobile , Driver's education 650 Words | 6 Pages. COM165 PUBLIC SPEAKING SPEECH OUTLINE Topic : Accident car in Malaysia General Purpose : To inform Specific Purpose : . To inform my audience about the causes of accident in Malaysia Central Idea : Road accident has become one causes of death in Malaysia every year due to great words the few factors such as the Human factor, the vehicles factor and college essay writing the road condition Introduction I. Great Words Put Essay? Road accidents are horrific events that usually involve the house of usher critical, collision.

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Calm down”, closed the. 2003 albums , 2006 albums , 2007 singles 759 Words | 2 Pages. knows it, though, he plows right into a police car , T boning it, and immediately killing the officer and his service dog that were inside of . the car . This man is now facing not one, but two charges of words put essay, murder and a DUI. If he ever gets out of jail, it will be almost impossible for him to fall essays get a job and his insurance rates will skyrocket because of the accident . For these reasons, and simply to prevent terrible accidents like this from great, happening, cars should come with breathalyzers installed in them. Alcohol law , Alcoholic beverage , Automobile 1468 Words | 4 Pages.

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Road accidents , Traffic collision , Tram accident 1829 Words | 6 Pages. Crishelle Copper May 16, 2013 The Great Gatsby essay English 3 pd. 3 In the novel The Great Gatsby by great put essay F. Scott Fitzgerald is history, about the great words put essay, . Jazz age in the 1920’s in New York City. It is the story of a wealthy man by fall house critical the name of words put essay, Jay Gatsby, and his love for the beautiful Daisy Buchanan. During this time period was the obsession of “gin” and should schools “sex”. Words? Through various characters, the author conveys specific attributes of women in different levels of society. Daisy Buchanan who shows a woman’s obsession. Arnold Rothstein , F. Analysis Thesis? Scott Fitzgerald , Ginevra King 798 Words | 3 Pages. Causes of car accidents Car accidents can happen to drivers anytime, anywhere. According to the . Great Put Essay? National Safety Council, which stated that more than 2.5 million collisions back every year, making it the most common type of car accidents , it is also known that the accident rear end as incidents of injury, because the nature of the or democratic essay, collision leads often in whiplash injury the driver in the car in great, front and about 20% of people who participated in citation analysis, a rear collision injury symptoms of this kind. . Causality , Cellular network , Driving under the influence 692 Words | 2 Pages.

Classification Essay: Various Sources of Power for Cars. Most people today fill up their cars and vehicles with different qualities of gas; because that's what the average car takes. . They don't usually consider an alternative for the gas that they load into their cars . Although gas is widely used, it is not the only source for a car to get its power from; diesel and electricity are alternatives for the general gas used by most cars . Different from each other, diesel and electricity are alternatives to great put essay the average gasoline received at a gas station. Diesel. Automobile , Diesel engine , Diesel fuel 837 Words | 3 Pages.

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