CHAPTER XXIV CONSOLIDATED TEXT OF …dgca.nic.in/int_conv/Chap_XXIV.pdf · chapter xxiv consolidated text of convention on international interests in mobile equipment and the protocol

CHAPTER XXIV

CONSOLIDATED TEXT OF CONVENTION ONINTERNATIONAL INTERESTS IN MOBILE EQUIPMENT

AND THE PROTOCOL TO THE CONVENTION ONINTERNATIONAL INTERESTS IN MOBILE EQUIPMENTON MATTERS SPECIFIC TO AIRCRAFT EQUIPMENT

SIGNED AT CAPE TOWN ON 16 NOVEMBER 2001

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CHAPTER XXIV

THE CONSOLIDATED TEXT OF CONVENTION ONINTERNATIONAL INTERESTS IN MOBILE EQUIPMENT

AND THE PROTOCOL TO THE CONVENTION ONINTERNATIONAL INTERESTS IN MOBILE EQUIPMENTON MATTERS SPECIFIC TO AIRCRAFT EQUIPMENT

SIGNED AT CAPE TOWN ON 16 NOVEMBER 2001

THE STATES PARTIES,

AWARE of the need to acquire and useaircraft equipment of high value or particulareconomic significance and to facilitate thefinancing of the acquisition and use of suchequipment in an efficient manner,

RECOGNISING the advantages of asset-based financing and leasing for this purposeand desiring to facilitate these types oftransaction by establishing clear rules to governthem,

MINDFUL of the need to ensure thatinterests in such equipment are recognisedand protected universally,

DESIRING to provide broad and mutualeconomic benefits for all interested parties,

BELIEVING that such rules must reflectthe principles underlying asset-based financingand leasing and promote the autonomy of theparties necessary in these transactions,

CONSCIOUS of the need to establish alegal framework for international interests insuch equipment and for that purpose to createan international registration system for theirprotection,

MINDFUL of the principles and objectivesof the Convention on International CivilAviation, signed at Chicago on 7 December1944,

HAVE AGREED upon the followingprovisions

CHAPTER I

SPHERE OF APPLICATIONAND GENERAL PROVISIONS

Article 1

Definitions

For the purposes of this Convention, “thisConvention” means the Consolidated Text ofthe Convention on International Interests inMobile Equipment and the Protocol to theConvention on International Interests in MobileEquipment on Matters specific to AircraftEquipment

In this Convention, except where the contextotherwise requires, the following terms areemployed with the meanings set out below:

(a) “agreement” means a securityagreement, a title reservation agreement or aleasing agreement;

(b) “aircraft” means aircraft as defined forthe purposes of the Chicago Convention whichare either airframes with aircraft enginesinstalled thereon or helicopters;

(c) “aircraft engines” means aircraft engines(other than those used in military, customs orpolice services) powered by jet propulsion orturbine or piston technology and:

(i) in the case of jet propulsion aircraftengines, have at least 1750 lb of thrustor its equivalent; and

(ii) in the case of turbine-powered or piston-powered aircraft engines, have at least

THE CONSOLIDATED TEXT OF THE CAPE TOWN CONVENTION AND PROTOCOL, 2001 CHAP. XXIV

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550 rated take-off shaft horsepower orits equivalent,

together with all modules and otherinstalled, incorporated or attached accessories,parts and equipment and all data, manuals andrecords relating thereto;

(d) “aircraft objects” means airframes,aircraft engines and helicopters;

(e) “aircraft register” means a registermaintained by a State or a common markregistering authority for the purposes of theChicago Convention;

(f) “airframes” means airframes (other thanthose used in military, customs and policeservices) that, when appropriate aircraft enginesare installed thereon, are type certified by thecompetent aviation authority to transport:

(i) at least eight (8) persons including crew;or

(ii) goods in excess of 2750 kilograms,

together with all installed, incorporated orattached accessories, parts and equipment(other than aircraft engines), and all data,manuals and records relating thereto;

(g) “assignment” means a contract which,whether by way of security or otherwise, conferson the assignee associated rights with or withouta transfer of the related international interest;

(h) “associated rights” means all rights topayment or other performance by a debtorunder an agreement which are secured by orassociated with the aircraft object;

(i) “authorised party” means the partyreferred to in Article 25(3);

(j) “Chicago Convention” means theConvention on International Civil Aviation,signed at Chicago on 7 December 1944, asamended, and its Annexes;

(k) “commencement of the insolvencyproceedings” means the time at which theinsolvency proceedings are deemed tocommence under the applicable insolvency law;

(l) “common mark registering authority”means the authority maintaining a register inaccordance with Article 77 of the Chicago

Convention as implemented by the Resolutionadopted on 14 December 1967 by the Councilof the International Civil Aviation Organizationon nationality and registration of aircraftoperated by international operating agencies;

(m) “conditional buyer” means a buyerunder a title reservation agreement;

(n) “conditional seller” means a seller undera title reservation agreement;

(o) “contract of sale” means a contract forthe sale of an aircraft object by a seller to abuyer which is not an agreement as defined in(a) above;

(p) “court” means a court of law or anadministrative or arbitral tribunal establishedby a Contracting State;

(q) “creditor” means a chargee under asecurity agreement, a conditional seller undera title reservation agreement or a lessor undera leasing agreement;

(r) “debtor” means a chargor under asecurity agreement, a conditional buyer undera title reservation agreement, a lessee under aleasing agreement or a person whose interestin an aircraft object is burdened by a registrablenon-consensual right or interest;

(s) “de-registration of the aircraft” meansdeletion or removal of the registration of theaircraft from its aircraft register in accordancewith the Chicago Convention;

(t) “guarantee contract” means a contractentered into by a person as guarantor;

(u) “guarantor” means a person who, forthe purpose of assuring performance of anyobligations in favour of a creditor secured by asecurity agreement or under an agreement,gives or issues a suretyship or demandguarantee or a standby letter of credit or anyother form of credit insurance;

(v) “helicopters” means heavier-than-airmachines (other than those used in military,customs or police services) supported in flightchiefly by the reactions of the air on one ormore power-driven rotors on substantiallyvertical axes and which are type certified bythe competent aviation authority to transport:

CHAP. XXIV THE CONSOLIDATED TEXT OF THE CAPE TOWN CONVENTION AND PROTOCOL, 2001

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(i) at least five (5) persons including crew;or

(ii) goods in excess of 450 kilograms,

together with all installed, incorporated orattached accessories, parts and equipment(including rotors), and all data, manuals andrecords relating thereto;

(w) “insolvency administrator” means aperson authorised to administer the reorganisa-tion or liquidation, including one authorisedon an interim basis, and includes a debtor inpossession if permitted by the applicableinsolvency law;

(x) “insolvency proceedings” meansbankruptcy, liquidation or other collectivejudicial or administrative proceedings,including interim proceedings, in which theassets and affairs of the debtor are subject tocontrol or supervision by a court for thepurposes of reorganisation or liquidation;

(y) “insolvency-related event” means:

(i) the commencement of theinsolvency proceedings; or

(ii) the declared intention to suspendor actual suspension of paymentsby the debtor where the creditor’sright to institute insolvencyproceedings against the debtor orto exercise remedies under thisConvention is prevented orsuspended by law or State action;

(z) “interested persons” means:

(i) the debtor;

`(ii) any guarantor;

`(iii) any other person having rights in orover the aircraft object;

(aa) “internal transaction” means atransaction of a type listed in Article 2(2)(a) to(c) where the centre of the main interests of allparties to such transaction is situated, and therelevant aircraft object under Article 3(4) islocated, in the same Contracting State at thetime of the conclusion of the contract andwhere the interest created by the transaction

has been registered in a national registry inthat Contracting State which has made adeclaration under Article 66(1);

(bb) “international interest” means aninterest held by a creditor to which Article 2applies;

(cc) “International Registry” means theinternational registration facilities establishedfor the purposes of this Convention;

(dd) “leasing agreement” means anagreement by which one person (the lessor)grants a right to possession or control of anaircraft object (with or without an option topurchase) to another person (the lessee) inreturn for a rental or other payment;

(ee) “national interest” means an interestheld by a creditor in an aircraft object andcreated by an internal transaction covered by adeclaration under Article 66(1);

(ff) “non-consensual right or interest”means a right or interest conferred under thelaw of a Contracting State which has made adeclaration under Article 52 to secure theperformance of an obligation, including anobligation to a State, State entity or anintergovernmental or private organisation;

(gg) “notice of a national interest” meansnotice registered or to be registered in theInternational Registry that a national interesthas been created;

(hh) “pre-existing right or interest” meansa right or interest of any kind in or over anaircraft object created or arising before theeffective date of this Convention as defined byArticle 76(2)(a);

(ii) “primary insolvency jurisdiction” meansthe Contracting State in which the centre ofthe debtor’s main interests is situated, whichfor this purpose shall be deemed to be theplace of the debtor’s statutory seat or, if thereis none, the place where the debtor isincorporated or formed, unless provedotherwise;

(jj) “proceeds” means money or non-moneyproceeds of an aircraft object arising from thetotal or partial loss or physical destruction of


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the aircraft object or its total or partialconfiscation, condemnation or requisition;

(kk) “prospective assignment” means anassignment that is intended to be made in thefuture, upon the occurrence of a stated event,whether or not the occurrence of the event iscertain;

(ll) “prospective international interest”means an interest that is intended to be createdor provided for in an aircraft object as aninternational interest in the future, upon theoccurrence of a stated event (which may includethe debtor’s acquisition of an interest in theaircraft object), whether or not the occurrenceof the event is certain;

(mm) “prospective sale” means a sale whichis intended to be made in the future, upon theoccurrence of a stated event, whether or notthe occurrence of the event is certain;

(nn) “registered” means registered in theInternational Registry pursuant to Chapter V;

(oo) “registered interest” means aninternational interest, a registrable non-consensual right or interest or a national interestspecified in a notice of a national interestregistered pursuant to Chapter V;

(pp) “registrable non-consensual right orinterest” means a non-consensual right orinterest registrable pursuant to a declarationdeposited- under Article 53;

(qq) “Registrar” means the person or bodyappointed under Articles 27(4)(b) and 28;

(rr) “registry authority” means the nationalauthority or the common mark registeringauthority, maintaining an aircraft register in aContracting State and responsible for theregistration and de-registration of an aircraftin accordance with the Chicago Convention;

(ss) “regulations” means regulations madeor approved by the Supervisory Authoritypursuant to this Convention;

(tt) “sale” means a transfer of ownership ofan aircraft object pursuant to a contract of sale;

(uu) “secured obligation” means anobligation secured by a security interest;

(vv) “security agreement” means anagreement by which a chargor grants or agreesto grant to a chargee an interest (including anownership interest) in or over an aircraft objectto secure the performance of any existing orfuture obligation of the chargor or a thirdperson;

(ww) “security interest” means an interestcreated by a security agreement;

(xx) “State of registry” means, in respect ofan aircraft, the State on the national register ofwhich an aircraft is entered or the State oflocation of the common mark registeringauthority maintaining the aircraft register;

(yy) “Supervisory Authority” means theSupervisory Authority referred to in Article27;

(zz) “title reservation agreement” meansan agreement for the sale of an aircraft objecton terms that ownership does not pass untilfulfilment of the condition or conditions statedin the agreement;

(aaa) “unregistered interest” means aconsensual interest or non-consensual right orinterest (other than an interest to which Article52 applies) which has not been registered,whether or not it is registrable under thisConvention; and

(bbb) “writing” means a record ofinformation (including informationcommunicated by teletransmission) which isin tangible or other form and is capable ofbeing reproduced in tangible form on asubsequent occasion and which indicates byreasonable means a person’s approval of therecord.

Article 2

The international interest

1. This Convention provides for theconstitution and effects of an internationalinterest in aircraft objects and associated rights.

2. For the purposes of this Convention, aninternational interest in aircraft objects is aninterest, constituted under Article 10, inairframes, aircraft engines or helicopters:


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(a) granted by the chargor under a securityagreement;

(b) vested in a person who is the conditionalseller under a title reservationagreement; or

(c) vested in a person who is the lessorunder a leasing agreement.

An interest falling within sub-paragraph(a) does not also fall within sub-paragraph (b)or (c).

3. The applicable law determines whetheran interest to which the preceding paragraphapplies falls within sub-paragraph (a), (b) or(c) of that paragraph.

4. An international interest in an aircraftobject extends to proceeds of that aircraftobject.

Article 3

Sphere of application

1. This Convention applies when, at thetime of the conclusion of the agreement creatingor providing for the international interest, thedebtor is situated in a Contracting State.

2. The fact that the creditor is situated in anon-Contracting State does not affect theapplicability of this Convention.

3. Without prejudice to paragraph 1 ofthis Article, this Convention shall also apply inrelation to a helicopter, or to an airframepertaining to an aircraft, registered in an aircraftregister of a Contracting State which is theState of registry, and where such registrationis made pursuant to an agreement forregistration of the aircraft it is deemed to havebeen effected at the time of the agreement.

4. For the purposes of the definition of“internal transaction” in Article 1 of thisConvention:

(a) an airframe is located in the State of registryof the aircraft of which it is a part;

(b) an aircraft engine is located in the State ofregistry of the aircraft on which it isinstalled or, if it is not installed on anaircraft, where it is physically located; and

(c) a helicopter is located in its State ofregistry,

at the time of the conclusion of theagreement creating or providing for the interest.

Article 4

Where debtor is situated

1. For the purposes of Article 3(1), thedebtor is situated in any Contracting State:

(a) under the law of which it is incorporatedor formed;

(b) where it has its registered office orstatutory seat;

(c) where it has its centre of administration;or

(d) where it has its place of business.

2. A reference in sub-paragraph (d) of thepreceding paragraph to the debtor’s place ofbusiness shall, if it has more than one place ofbusiness, mean its principal place of business or,if it has no place of business, its habitual residence.

Article 5

Interpretation and applicable law

1. In the interpretation of this Convention,regard is to be had to its purposes as set forth inthe preamble, to its international character andto the need to promote uniformity andpredictability in its application.

2. Questions concerning matters governedby this Convention which are not expresslysettled in it are to be settled in conformity withthe general principles on which it is based or,in the absence of such principles, in conformitywith the applicable law.

3. References to the applicable law are tothe domestic rules of the law applicable byvirtue of the rules of private international lawof the forum State.

4. Where a State comprises severalterritorial units, each of which has its ownrules of law in respect of the matter to bedecided, and where there is no indication ofthe relevant territorial unit, the law of thatState decides which is the territorial unit whoserules shall govern. In the absence of any such


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rule, the law of the territorial unit with whichthe case is most closely connected shall apply.

Article 6

Application to sale and prospective sale

The following provisions of this Conventionapply as if references to an agreement creatingor providing for an international interest werereferences to a contract of sale and as ifreferences to an international interest, aprospective international interest, the debtorand the creditor were references to a sale, aprospective sale, the seller and the buyer,respectively:

Articles 3 and 4;

Article 26(1 )(a);

Article 32(4);

Article 33(1) (as regards registration ofa contract of sale or a prospective sale);

Article 38(2) (as regards a prospectivesale); and

Article 43.

In addition, the general provisions of Article1, Article 5, Chapters IV to VII, Article 42 (otherthan Article 42(3) and (4)), Chapter X, ChapterXI (other than Article 55), Chapter XII andChapter XIII (other than Article 76) shall applyto contracts of sale and prospective sales.

Article 7

Representative capacities

A person may enter into an agreement or asale, and register an international interest in,or a sale of, an aircraft object, in an agency,trust or other representative capacity. In suchcase, that person is entitled to assert rights andinterests under this Convention.

Article 8

Description of aircraft objects

A description of an aircraft object thatcontains its manufacturer’s serial number, thename of the manufacturer and its modeldesignation is necessary and sufficient toidentify the aircraft object for the purposes ofArticles 10(c) and 11(l)(c) of this Convention.

Article 9

Choice of law

1. This Article applies only where aContracting State has made a declarationpursuant to Article 71(1).

2. The parties to an agreement, or a contractof sale, or a related guarantee contract orsubordination agreement may agree on the lawwhich is to govern their contractual rights andobligations, wholly or in part.

3. Unless otherwise agreed, the referencein the preceding paragraph to the law chosenby the parties is to the domestic rules of law ofthe designated State or, where that Statecomprises several territorial units, to thedomestic law of the designated territorial unit.

CHAPTER II

CONSTITUTION OF ANINTERNATIONAL INTEREST;

CONTRACTS OF SALE

Article 10

Formal requirements

An interest is constituted as an internationalinterest under this Convention where theagreement creating or providing for the interest:

(a) is in writing;

(b) relates to an aircraft object of which thechargor, conditional seller or lessor has powerto dispose;

(c) enables the aircraft object to beidentified; and

(d) in the case of a security agreement,enables the secured obligations to bedetermined, but without the need to state asum or maximum sum secured.

Article 11

Formalities and effects of contracts of sale

1. For the purposes of this Convention, acontract of sale is one which:

(a) is in writing;

(b) relates to an aircraft object of whichthe seller has power to dispose; and


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(c) enables the aircraft object to beidentified in conformity with thisConvention.

2. A contract of sale transfers the interest ofthe seller in the aircraft object to the buyeraccording to its terms.

CHAPTER III

DEFAULT REMEDIES

Article 12

Remedies of chargee

1. In the event of default as provided inArticle 17, the chargee may, to the extent thatthe chargor has at any time so agreed andsubject to any declaration that may be made bya Contracting State under Article 70, exerciseany one or more of the following remedies:

(a) take possession or control of any aircraftobject charged to it;

(b) sell or grant a lease of any such aircraftobject;

(c) collect or receive any income or profitsarising from the management or use ofany such aircraft object.

2. The chargee may alternatively apply fora court order authorising or directing any ofthe acts referred to in the preceding paragraph.

3. A chargee proposing to sell or grant alease of an aircraft object under paragraph 1shall give reasonable prior notice in writing ofthe proposed sale or lease to:

(a) interested persons specified in Article1(z)(i) and (ii): and

(b) interested persons specified in Article1(z)(iii) who have given notice of theirrights to the chargee within a reasonabletime prior to the sale or lease.

4. A chargee giving ten or more workingdays’ prior written notice of a proposed sale orlease to interested persons shall be deemed tosatisfy the requirement of providing“reasonable prior notice” specified in thepreceding paragraph. The foregoing shall notprevent a chargee and a chargor or a guarantorfrom agreeing to a longer period of prior notice.

5. Any sum collected or received by thechargee as a result of exercise of any of theremedies set out in paragraph 1 or 2 shall beapplied towards discharge of the amount of thesecured obligations.

6. Where the sums collected or received bythe chargee as a result of the exercise of anyremedy set out in paragraph 1 or 2 exceed theamount secured by the security interest andany reasonable costs incurred in the exerciseof any such remedy, then unless otherwiseordered by the court the chargee shall distributethe surplus among holders of subsequentlyranking interests which have been registeredor of which the chargee has been given notice,in order of priority, and pay any remainingbalance to the chargor.

Article 13

Vesting of aircraft object in satisfaction;redemption

1. At any time after default as provided inArticle 17, the chargee and all the interestedpersons may agree that ownership of (or anyother interest of the chargor in) any aircraftobject covered by the security interest shallvest in the chargee in or towards satisfactionof the secured obligations.

2. The court may on the application of thechargee order that ownership of (or any otherinterest of the chargor in) any aircraft objectcovered by the security interest shall vest inthe chargee in or towards satisfaction of thesecured obligations.

3. The court shall grant an application underthe preceding paragraph only if the amount ofthe secured obligations to be satisfied by suchvesting is commensurate with the value of theaircraft object after taking account of anypayment to be made by the chargee to any ofthe interested persons.

4. At any time after default as provided inArticle 17 and before sale of the charged aircraftobject or the making of an order under paragraph2, the chargor or any interested person maydischarge the security interest by paying in fullthe amount secured, subject to any lease granted


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by the chargee under Article 12(l)(b) or orderedunder Article 12(2). Where, after such default,the payment of the amount secured is made in fullby an interested person other than the debtor, thatperson is subrogated to the rights of the chargee.

5. Ownership or any other interest of thechargor passing on a sale under Article 12(1)(b)or passing under paragraph 1 or 2 of this Articleis free from any other interest over which thechargee’s security interest has priority underthe provisions of Article 42.

Article 14

Remedies of conditional seller or lessor

In the event of default under a titlereservation agreement or under a leasingagreement as provided in Article 17, theconditional seller or the lessor, as the case maybe, may:

(a) subject to any declaration that may bemade by a Contracting State under Article 70,terminate the agreement and take possessionor control of any aircraft object to which theagreement relates; or

(b) apply for a court order authorising ordirecting either of these acts.

Article 15

Additional remedies of creditor

1. In addition to the remedies specified inArticles 12, 14, 16 and 20, the creditor may. tothe extent that the debtor has at any time soagreed and in the circumstances specified insuch provisions:

(a) procure the de-registration of theaircraft; and

(b) procure the export and physical transferof the aircraft object from the territoryin which it is situated.

2. The creditor shall not exercise theremedies specified in the preceding paragraphwithout the prior consent in writing of theholder of any registered interest ranking inpriority to that of the creditor.

3. The registry authority in a ContractingState shall, subject to any applicable safety

laws and regulations, honour a request for de-registration and export if:

(a) the request is properly submitted by theauthorised party under a recordedirrevocable de-registration and exportrequest authorisation; and

(b) the authorised party certifies to the registryauthority, if required by that authority,that all registered interests ranking inpriority to that of the creditor in whosefavour the authorisation has been issuedhave been discharged or that the holdersof such interests have consented to thede-registration and export.

4. A chargee proposing to procure the de-registration and export of an aircraft underparagraph 1 otherwise than pursuant to a courtorder shall give reasonable prior notice inwriting of the proposed de-registration andexport to:

(a) interested persons specified in Article1(z)(i) and (ii) of this Convention; and

(b) interested persons specified in Article1(z)(iii) of this Convention who havegiven notice of their rights to the chargeewithin a reasonable time prior to the de-registration and export.

Article 16

Additional remedies under applicable law

Any additional remedies permitted by theapplicable law, including any remedies agreedupon by the parties, may be exercised to theextent that they are not inconsistent with themandatory provisions of this Chapter as setout in Article 22.

Article 17

Meaning of default

1. The debtor and the creditor may at anytime agree in writing as to the events thatconstitute a default or otherwise give rise tothe rights and remedies specified in Articles12 to 15 and 20.

2. Where the debtor and the creditor havenot so agreed, “default” for the purposes of


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Articles 12 to 15 and 20 means a default whichsubstantially deprives the creditor of what it isentitled to expect under the agreement.

Article 18

Debtor provisions

1. In the absence of a default within themeaning of Article 17 of this Convention, thedebtor shall be entitled to the quiet possessionand use of the aircraft object in accordancewith the agreement as against:

(a) its creditor and the holder of any interestfrom which the debtor takes free pursuantto Article 42(5) or, in the capacity ofbuyer. Article 42(3) of this Convention,unless and to the extent that the debtorhas otherwise agreed; and

(b) the holder of any interest to which thedebtor’s right or interest is subjectpursuant to

Article 42(5) or, in the capacity of buyer.Article 42(4) of this Convention, but only tothe extent, if any, that such holder has agreed.

2. Nothing in this Convention affects theliability of a creditor for any breach of theagreement under the applicable law in so far asthat agreement relates to an aircraft object.

Article 19

Standard for exercising remedies

Any remedy given by this Convention inrelation to an aircraft object shall be exercisedin a commercially reasonable manner. A remedyshall be deemed to be exercised in acommercially reasonable manner where it isexercised in conformity with a provision of theagreement except where such a provision ismanifestly unreasonable.

Article 20

Relief pending final determination

1. Subject to any declaration that it maymake under Article 71 (2), a Contracting Stateshall ensure that a creditor who adducesevidence of default by the debtor may, pendingfinal determination of its claim and to theextent that the debtor has at any time so agreed,obtain from a court speedy relief in the form of

such one or more of the following orders as thecreditor requests:

(a) preservation of the aircraft object andits value;

(b) possession, control or custody of theaircraft object;

(c) immobilisation of the aircraft object;

(d) lease or, except where covered by sub-paragraphs (a) to (c), management ofthe aircraft object and the incometherefrom; and

(e) if at any time the debtor and the creditorspecifically agree, sale and applicationof proceeds therefrom.

2. For the purposes of the precedingparagraph, “speedy” in the context of obtainingrelief means within such number of workingdays from the date of filing of the applicationfor relief as is specified in a declaration madeby the Contracting State in which theapplication is made.

3. Ownership or any other interest of thedebtor passing on a sale under sub-paragraph(e) of paragraph 1 of this Article is free fromany other interest over which the creditor’sinternational interest has priority under theprovisions of Article 42 of this Convention.

4. In making any order under paragraph 1of this Article, the court may impose suchterms as it considers necessary to protect theinterested persons in the event that the creditor:

(a) in implementing any order granting suchrelief, fails to perform any of itsobligations to the debtor under thisConvention; or

(b) fails to establish its claim, wholly or inpart, on the final determination of thatclaim.

5. The creditor and the debtor or any otherinterested person may agree in writing toexclude the application of the precedingparagraph.

6. Before making any order under paragraph1, the court may require notice of the requestto be given to any of the interested persons.


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7. With regard to the remedies in Article15(1):

(a) they shall be made available by the registryauthority and other administrativeauthorities, as applicable, in a ContractingState no later than five working days afterthe creditor notifies such authorities thatthe relief specified in Article 15(1) isgranted or, in the case of relief granted bya foreign court, recognised by a court ofthat Contracting State, and that the creditoris entitled to procure those remedies inaccordance with this Convention; and

(b) the applicable authorities shallexpeditiously co-operate with and assistthe creditor in the exercise of suchremedies in conformity with the applicableaviation safety laws and regulations.

8. Nothing in the preceding paragraphsaffects the application of Article 19 or limitsthe availability of forms of interim relief otherthan those set out in paragraph 1.

9. Paragraphs 2 and 7 shall not affect anyapplicable aviation safety laws and regulations.

10.Paragraphs 2, 3, 5, 7 and 9 of this Articleapply only where a Contracting State has madea declaration under Article 71(2) and to theextent stated in such declaration.

Article 21

Procedural requirements

Subject to Article 70(2), any remedy providedby this Chapter shall be exercised in conformitywith the procedure prescribed by the law of theplace where the remedy is to be exercised.

Article 22

Derogation

Any two or more of the parties referred to inthis Chapter may at any time, by agreement inwriting, exclude the application of Article 23 and,in their relations with each other, derogate fromor vary the effect of any of the preceding provisionsof this Chapter, except as stated in Articles 12(3)to (6), 13(3) and (4), 15(2), 19 and 21.

Article 23

Remedies on insolvency

1. This Article applies only where aContracting State that is the primary insolvencyjurisdiction has made a declaration pursuantto Article 71(3).

Alternative A

2. Upon the occurrence of an insolvency-related event, the insolvency administrator orthe debtor, as applicable, shall, subject toparagraph 7, give possession of the aircraft objectto the creditor no later than the earlier of

(a) the end of the waiting period; and

(b) the date on which the creditor would beentitled to possession of the aircraftobject if this Article did not apply.

3. For the purposes of this Article, the“waiting period” shall be the period specifiedin a declaration of the Contracting State whichis the primary insolvency jurisdiction.

4. References in this Article to the “insolvencyadministrator” shall be to that person in itsofficial, not in its personal, capacity.

5. Unless and until the creditor is giventhe opportunity to take possession underparagraph 2:

(a) the insolvency administrator or thedebtor, as applicable, shall preserve theaircraft object and maintain it and itsvalue in accordance with the agreement;and

(b) the creditor shall be entitled to apply forany other forms of interim reliefavailable under the applicable law.

6. Sub-paragraph (a) of the precedingparagraph shall not preclude the use of the aircraftobject under arrangements designed to preservethe aircraft object and maintain it and its value.

7. The insolvency administrator or thedebtor, as applicable, may retain possession ofthe aircraft object where, by the time specifiedin paragraph 2, it has cured all defaults otherthan a default constituted by the opening ofinsolvency proceedings and has agreed to


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perform all future obligations under theagreement. A second waiting period shall notapply in respect of a default in the performanceof such future obligations.

8. With regard to the remedies in Article15(1):

(a) they shall be made available by theregistry authority and the administrativeauthorities in a Contracting State, asapplicable, no later than five workingdays after the date on which the creditornotifies such authorities that it is entitledto procure those remedies in accordancewith this Convention; and

(b) the applicable authorities shallexpeditiously co-operate with and assistthe creditor in the exercise of suchremedies in conformity with the applicableaviation safety laws and regulations.

9. No exercise of remedies permitted bythis Convention may be prevented or delayedafter the date specified in paragraph 2.

10.No obligations of the debtor under theagreement may be modified without the consentof the creditor.

11.Nothing in the preceding paragraph shallbe construed to affect the authority, if any, ofthe insolvency administrator under theapplicable law to terminate the agreement.

12.No rights or interests, except for non-consensual rights or interests of a categorycovered by a declaration pursuant to Article52(1), shall have priority in insolvencyproceedings over registered interests.

13.The provisions of this Convention shallapply to the exercise of any remedies underthis Article.

Alternative B

2. Upon the occurrence of an insolvency-related event, the insolvency administrator orthe debtor, as applicable, upon the request ofthe creditor, shall give notice to the creditorwithin the time specified in a declaration of aContracting State pursuant to Article 71(3)whether it will:

(a) cure all defaults other than a defaultconstituted by the opening of insolvencyproceedings and agree to perform allfuture obligations, under the agreementand related transaction documents; or

(b) give the creditor the opportunity to takepossession of the aircraft object, inaccordance with the applicable law.

3. The applicable law referred to in sub-paragraph (b) of the preceding paragraph maypermit the court to require the taking of anyadditional step or the provision of anyadditional guarantee.

4. The creditor shall provide evidence of itsclaims and proof that its international interesthas been registered.

5. If the insolvency administrator or thedebtor, as applicable, does not give notice inconformity with paragraph 2, or when theinsolvency administrator or the debtor hasdeclared that it will give the creditor theopportunity to take possession of the aircraftobject but fails to do so, the court may permit thecreditor to take possession of the aircraft objectupon such terms as the court may order and mayrequire the taking of any additional step or theprovision of any additional guarantee.

6. The aircraft object shall not be soldpending a decision by a court regarding theclaim and the international interest.

Article 24

Insolvency assistance

1. This Article applies only where aContracting State has made a declarationpursuant to Article 71(1).

2. The courts of a Contracting State inwhich an aircraft object is situated shall, inaccordance with the law of the ContractingState, co-operate to the maximum extentpossible with foreign courts and foreigninsolvency administrators in carrying out theprovisions of Article 23.

Article 25

De-registration and export request authorisation

1. This Article applies only where a


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Contracting State has made a declarationpursuant to Article 71(1).

2. Where the debtor has issued anirrevocable de-registration and export requestauthorisation substantially in the form annexedto this Convention and has submitted suchauthorisation for recordation to the registryauthority, that authorisation shall be sorecorded.

3. The person in whose favour theauthorisation has been issued (the “authorisedparty”) or its certified designee shall be thesole person entitled to exercise the remediesspecified in Article 15(1) and may do so onlyin accordance with the authorisation andapplicable aviation safety laws and regulations.Such authorisation may not be revoked by thedebtor without the consent in writing of theauthorised party. The registry authority shallremove an authorisation from the registry atthe request of the authorised party.

4. The registry authority and otheradministrative authorities in Contracting Statesshall expeditiously co-operate with and assistthe authorised party in the exercise of theremedies specified in Article 15.

CHAPTER IV

THE INTERNATIONALREGISTRATION SYSTEM

Article 26

The International Registry

An International Registry shall beestablished for registrations of:

(a) international interests, prospectiveinternational interests and registrablenon-consensual rights and interests;

(b) assignments and prospectiveassignments of international interests;

(c) acquisitions of international interestsby legal or contractual subrogationsunder the applicable law;

(d) notices of national interests; and

(e) subordinations of interests referred toin any of the preceding sub-paragraphs.

2. For the purposes of this Chapter andChapter V, the term “registration” includes,where appropriate, an amendment, extensionor discharge of a registration.

Article 27

The Supervisory Authority

1. There shall be a Supervisory Authoritywhich shall be the international entity designatedby a Resolution adopted by the DiplomaticConference to Adopt a Mobile EquipmentConvention and an Aircraft Protocol.

2. Where the international entity referredto in the preceding paragraph is not able andwilling to act as Supervisory Authority, aConference of Signatory and Contracting Statesshall be convened to designate anotherSupervisory Authority.

3. The Supervisory Authority may establisha commission of experts, from among personsnominated by Signatory and Contracting Statesand having the necessary qualifications andexperience, and entrust it with the task ofassisting the Supervisory Authority in thedischarge of its functions.

4 The Supervisorv Authority shall:

(a) establish or provide for the establish-ment of the International Registry;

(b) appoint and dismiss the Registrar;

(c) ensure that any rights required for thecontinued effective operation of theInternational Registry in the event of achange of Registrar will vest in or beassignable to the new Registrar;

(d) after consultation with the ContractingStates, make or approve and ensure thepublication of regulations dealing withthe operation of the International Registry;

(e) establish administrative proceduresthrough which complaints concerning theoperation of the International Registrycan be made to the Supervisory Authority;

(f) supervise the Registrar and the operationof the International Registry;

(g) at the request of the Registrar, provide


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such guidance to the Registrar as theSupervisory Authority thinks fit;

(h) set and periodically review the structureof fees to be charged for the services andfacilities of the International Registry;

(i) do all things necessary to ensure that anefficient notice-based electronicregistration system exists to implementthe objectives of this Convention; and

(j) report periodically to Contracting Statesconcerning the discharge of itsobligations under this Convention.

5. The Supervisory Authority may enterinto any agreement requisite for theperformance of its functions, including anyagreement referred to in Article 40(3).

6. The Supervisory Authority shall ownall proprietary rights in the data bases andarchives of the International Registry.

7. The first regulations shall be made bythe Supervisory Authority so as to take effectupon the entry into force of the Conventionand the Protocol.

Article 28

The Registrar

1. The first Registrar shall operate theInternational Registry for a period of five yearsfrom the date of entry into force of theConvention and the Protocol. Thereafter, theRegistrar shall be appointed or re-appointed atregular five-yearly intervals by the SupervisoryAuthority.

2. The Registrar shall ensure the efficientoperation of the International Registry andperform the functions assigned to it by thisConvention and the regulations.

3. The fees referred to in Article 27(4)(h)shall be determined so as to recover thereasonable costs of establishing, operating andregulating the International Registry and thereasonable costs of the Supervisory Authorityassociated with the performance of thefunctions, exercise of the powers, and dischargeof the duties contemplated by Article 27(4) ofthis Convention.

Article 29

Designated entry points

1. Subject to paragraph 2, a ContractingState may at any time designate an entity orentities in its territory as the entry point orentry points through which there shall or maybe transmitted to the International Registryinformation required for registration other thanregistration of a notice of a national interest ora right or interest under Article 53 in eithercase arising under the laws of another State. AContracting State making such a designationmay specify the requirements, if any, to besatisfied before such information is transmittedto the International Registry.

2. A designation made under the precedingparagraph may permit, but not compel, use of adesignated entry point or entry points forinformation required for registrations in respectof aircraft engines.

Article 30

Working hours of the registration facilities

The centralised functions of theInternational Registry shall be operated andadministered by the Registrar on a twenty-fourhour basis. The various entry points shall beoperated at least during working hours in theirrespective territories.

CHAPTER V

MODALITIES OFREGISTRATION

Article 31

Registration requirements

1. In accordance with this Convention, theregulations shall specify the requirements,including the criteria for the identification ofthe aircraft object:

(a) for effecting a registration (which shallinclude provision for prior electronictransmission of any consent from anyperson whose consent is required underArticle 33);

(b) for making searches and issuing searchcertificates; and, subject thereto,


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(c) for ensuring the confidentiality ofinformation and documents of theInternational Registry other thaninformation and documents relating toa registration.

2. The Registrar shall not be under a duty toenquire whether a consent to registration underArticle 33 has in fact been given or is valid.

3. Where an interest registered as aprospective international interest becomes aninternational interest, no further registrationshall be required provided that the registrationinformation is sufficient for a registration ofan international interest.

4. The Registrar shall arrange forregistrations to be entered into the InternationalRegistry data base and made searchable inchronological order of receipt, and the fileshall record the date and time of receipt.

Article 32

Validity and time of registration

1. A registration shall be valid only if madein conformity with Article 33.

2. A registration, if valid, shall be completeupon entry of the required information into theInternational Registry data base so as to besearchable.

3. A registration shall be searchable for thepurposes of the preceding paragraph at thetime when:

(a) the International Registry has assigned toit a sequentially ordered file number; and

(b) the registration information, includingthe file number, is stored in durableform and may be accessed at theInternational Registry.

4. If an interest first registered as a prospectiveinternational interest becomes an internationalinterest, that international interest shall be treatedas registered from the time of registration of theprospective international interest provided thatthe registration was still current immediatelybefore the international interest was constitutedas provided by Article 10.

5. The preceding paragraph applies withnecessary modifications to the registration ofa prospective assignment of an internationalinterest.

6. A registration pertaining to an aircraftobject shall be searchable in the InternationalRegistry data base according to the name of itsmanufacturer, its manufacturer’s serial numberand its model designation, supplemented asnecessary to ensure uniqueness. Suchsupplementary information shall be specifiedin the regulations.

Article 33

Consent to registration

1. An international interest, a prospectiveinternational interest or an assignment orprospective assignment of an internationalinterest may be registered, and any suchregistration amended or extended prior to itsexpiry, by either party with the consent inwriting of the other.

2. The subordination of an internationalinterest to another international interest maybe registered by or with the consent in writingat any time of the person whose interest hasbeen subordinated.

3. A registration may be discharged by orwith the consent in writing of the party inwhose favour it was made.

4. The acquisition of an internationalinterest by legal or contractual subrogationmay be registered by the subrogee.

5. A registrable non-consensual right orinterest may be registered by the holder thereof.6. A notice of a national interest may beregistered by the holder thereof.

Article 34

Duration of registration

1. Registration of an international interestremains effective until discharged or untilexpiry of the period specified in the registration.

2. Registration of a contract of sale remainseffective indefinitely. Registration of aprospective sale remains effective unless


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discharged or until expiry of the period, if any,specified in the registration.

Article 35

Searches

1. Any person may, in the mannerprescribed by this Convention and theregulations, make or request a search of theInternational Registry by electronic meansconcerning interests or prospectiveinternational interests registered therein.

2. Upon receipt of a request therefor, theRegistrar, in the manner prescribed by theregulations, shall issue a registry searchcertificate by electronic means with respect toany aircraft object:

(a) stating all registered information relatingthereto, together with a statementindicating the date and time ofregistration of such information; or

(b) stating that there is no information inthe International Registry relatingthereto.

3. A search certificate issued under thepreceding paragraph shall indicate that thecreditor named in the registration informationhas acquired or intends to acquire an internationalinterest in the object but shall not indicate whetherwhat is registered is an international interest or aprospective international interest, even if this isascertainable from the relevant registrationinformation.

Article 36

List of declarations and declared non-consensual rights or interests

The Registrar shall maintain a list ofdeclarations, withdrawals of declarations, andof the categories of non-consensual right orinterest communicated to the Registrar by theDepositary as having been declared byContracting States in conformity with Articles52 and 53 and the date of each such declarationor withdrawal of declaration. Such list shall berecorded and searchable in the name of thedeclaring State and shall be made available asprovided in this Convention and the regulationsto any person requesting it.

Article 37

Evidentiary value of certificates

A document in the form prescribed by theregulations which purports to be a certificateissued by the International Registry is primafacie proof:

(a) that it has been so issued; and

(b) of the facts recited in it, including thedate and time of a registration.

Article 38

Discharge of registration

1. Where the obligations secured by aregistered security interest or the obligationsgiving rise to a registered non-consensual rightor interest have been discharged, or where theconditions of transfer of title under a registeredtitle reservation agreement have been fulfilled,the holder of such interest shall, without unduedelay, procure the discharge of the registrationafter written demand by the debtor delivered toor received at its address stated in the registration.

2. Where a prospective internationalinterest or a prospective assignment of aninternational interest has been registered, theintending creditor or intending assignee shall,without undue delay, procure the discharge ofthe registration after written demand by theintending debtor or assignor which is deliveredto or received at its address stated in theregistration before the intending creditor orassignee has given value or incurred acommitment to give value.

3. For the purpose of the preceding paragraphand in the circumstances there described, theholder of a registered prospective internationalinterest or a registered prospective assignmentof an international interest or the person in whosefavour a prospective sale has been registeredshall take such steps as are within its power toprocure the discharge of the registration no laterthan five working days after the receipt of thedemand described in such paragraph.

4. Where the obligations secured by a nationalinterest specified in a registered notice of anational interest have been discharged, the holderof such interest shall, without undue delay,


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procure the discharge of the registration afterwritten demand by the debtor delivered to orreceived at its address stated in the registration.

5. Where a registration ought not to havebeen made or is incorrect, the person in whosefavour the registration was made shall, withoutundue delay, procure its discharge or amendmentafter written demand by the debtor delivered toor received at its address stated in the registration.

Article 39

Access to the international registration facilities

No person shall be denied access to theregistration and search facilities of theInternational Registry on any ground otherthan its failure to comply with the proceduresprescribed by this Chapter.

CHAPTER VI

PRIVILEGES AND IMMUNITIES OFTHE SUPERVISORY AUTHORITY

AND THE REGISTRAR

Article 40

Legal personality; immunity

1. The Supervisory Authority shall haveinternational legal personality where not alreadypossessing such personality.

2. The Supervisory Authority and its officersand employees shall enjoy such immunity fromlegal and administrative process as is providedunder the rules applicable to them as aninternational entity or otherwise.

3. (a) The Supervisory Authority shallenjoy exemption from taxes andsuch other privileges as may beprovided by agreement with the hostState.

(b) For the purposes of this paragraph,“host State” means the State inwhich the Supervisory Authority issituated.

4. The assets, documents, data bases andarchives of the International Registry shall beinviolable and immune from seizure or otherlegal or administrative process.

5. For the purposes of any claim against theRegistrar under Article 41(1) or Article 56, theclaimant shall be entitled to access to suchinformation and documents as are necessary toenable the claimant to pursue its claim.

6. The Supervisory Authority may waivethe inviolability and immunity conferred byparagraph 4 of this Article.

CHAPTER VII

LIABILITY OF THEREGISTRAR

Article 41

Liability and financial assurances

1. The Registrar shall be liable forcompensatory damages for loss suffered by aperson directly resulting from an error or omissionof the Registrar and its officers and employeesor from a malfunction of the internationalregistration system except where the malfunctionis caused by an event of an inevitable andirresistible nature, which could not be preventedby using the best practices in current use in thefield of electronic registry design and operation,including those related to back-up and systemssecurity and networking.

2. The Registrar shall not be liable underthe preceding paragraph for factual inaccuracyof registration information received by theRegistrar or transmitted by the Registrar in theform in which it received that information norfor acts or circumstances for which the Registrarand its officers and employees are not responsibleand arising prior to receipt of registrationinformation at the International Registry.

3. Compensation under paragraph 1 maybe reduced to the extent that the person whosuffered the damage caused or contributed tothat damage.

4. The Registrar shall procure insurance ora financial guarantee covering the liabilityreferred to in this Article to the extent determinedby the Supervisory Authority in accordance withthe provisions of this Convention.

5. The amount of the insurance or financialguarantee referred to in the preceding paragraph


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shall, in respect of each event, not be less thanthe maximum value of an aircraft object asdetermined by the Supervisory Authority.

6. Nothing in this Convention shall precludethe Registrar from procuring insurance or afinancial guarantee covering events for whichthe Registrar is not liable under this Article.

CHAPTER VIII

EFFECTS OF ANINTERNATIONAL INTEREST AS

AGAINST THIRD PARTIES

Article 42

Priority of competing interests

1. A registered interest has priority overany other interest subsequently registered andover an unregistered interest.

2. The priority of the first-mentioned interestunder the preceding paragraph applies:

(a) even if the first-mentioned interest wasacquired or registered with actualknowledge of the other interest; and

(b) even as regards value given by the holderof the first-mentioned interest with suchknowledge.

3. A buyer of an aircraft object under aregistered sale acquires its interest in that objectfree from an interest subsequently registeredand from an unregistered interest, even if thebuyer has actual knowledge of the unregisteredinterest.

4. A buyer of an aircraft object acquires itsinterest in that object subject to an interestregistered at the time of its acquisition.

5. A conditional buyer or lessee acquiresits interest in or right over that object:

(a) subject to an interest registered prior tothe registration of the internationalinterest held by its conditional seller orlessor; and

(b) free from an interest not so registered atthat time even if it has actual knowledgeof that interest.

6. The priority of competing interests orrights under this Article may be varied by

agreement between the holders of thoseinterests, but an assignee of a subordinatedinterest is not bound by an agreement tosubordinate that interest unless at the time ofthe assignment a subordination had beenregistered relating to that agreement.

7. Any priority given by this Article to aninterest in an aircraft object extends to proceeds.

8. This Convention:

(a) does not affect the rights of a person inan item, other than an aircraft object,held prior to its installation on an aircraftobject if under the applicable law thoserights continue to exist after theinstallation; and

(b) does not prevent the creation of rightsin an item, other than an aircraft object,which has previously been installed onan aircraft object where under theapplicable law those rights are created.

9. Ownership of or another right or interestin an aircraft engine shall not be affected by itsinstallation on or removal from an aircraft.

10. Paragraph 8 of this Article applies to anitem, other than an aircraft object, installed onan airframe, aircraft engine or helicopter.

Article 43

Effects of insolvency

1. In insolvency proceedings against thedebtor an international interest is effective ifprior to the commencement of the insolvencyproceedings that interest was registered inconformity with this Convention.

2. Nothing in this Article impairs theeffectiveness of an international interest in theinsolvency proceedings where that interest iseffective under the applicable law.

3. Nothing in this Article affects any rulesof law applicable in insolvency proceedingsrelating to the avoidance of a transaction as apreference or a transfer in fraud of creditors orany rules of procedure relating to theenforcement of rights to property which isunder the control or supervision of theinsolvency administrator.


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CHAPTER IX

ASSIGNMENTS OF ASSOCIATEDRIGHTS AND INTERNATIONAL

INTERESTS; RIGHTS OF SUBROGATION

Article 44

Effects of assignment

1. Except as otherwise agreed by the parties,an assignment of associated rights made inconformity with Article 45 also transfers to theassignee:

(a) the related international interest; and

(b) all the interests and priorities of theassignor under this Convention.

2. Nothing in this Convention prevents apartial assignment of the assignor’s associatedrights. In the case of such a partial assignmentthe assignor and assignee may agree as to theirrespective rights concerning the relatedinternational interest assigned under thepreceding paragraph but not so as adversely toaffect the debtor without its consent.

3. Subject to paragraph 4, the applicable lawshall determine the defences and rights of set-offavailable to the debtor against the assignee.

4. The debtor may at any time by agreementin writing waive all or any of the defences andrights of set-off referred to in the precedingparagraph other than defences arising fromfraudulent acts on the part of the assignee.

5. In the case of an assignment by way ofsecurity, the assigned associated rights revestin the assignor, to the extent that they are stillsubsisting, when the obligations secured bythe assignment have been discharged.

Article 45

Forma! requirements of assignment

1. An assignment of associated rightstransfers the related international interest onlyif it:

(a) is in writing;

(b) enables the associated rights to beidentified under the contract from whichthey arise; and

(c) in the case of an assignment by way ofsecurity, enables the obligations securedby the assignment to be determined inaccordance with this Convention butwithout the need to state a sum ormaximum sum secured.

2. An assignment of an international interestcreated or provided for by a security agreementis not valid unless some or all related associatedrights are also assigned.

3. This Convention does not apply to anassignment of associated rights which is noteffective to transfer the related internationalinterest.

Article 46

Debtor’s duty to assignee

1. To the extent that associated rights andthe related international interest have beentransferred in accordance with Articles 44 and45, the debtor in relation to those rights andthat interest is bound by the assignment andhas a duty to make payment or give otherperformance to the assignee, if but only if:

(a) the debtor has been given notice of theassignment in writing by or with theauthority of the assignor;

(b) the notice identifies the associatedrights; and

(c) the debtor has consented in writing,whether or not the consent is given inadvance of the assignment or identifiesthe assignee.

2. Irrespective of any other ground onwhich payment or performance by the debtordischarges the latter from liability, payment orperformance shall be effective for this purposeif made in accordance with the precedingparagraph.

3. Nothing in this Article shall affect thepriority of competing assignments.

Article 47

Default remedies in respect of assignment byway of security

In the event of default by the assignor underthe assignment of associated rights and the related


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international interest made by way of security.Articles 12, 13 and 15 to 21 apply in the relationsbetween the assignor and the assignee (and, inrelation to associated rights, apply in so far asthose provisions are capable of application tointangible property) as if references:

(a) to the secured obligation and the securityinterest were references to the obligationsecured by the assignment of theassociated rights and the relatedinternational interest and the securityinterest created by that assignment;

(b) to the chargee or creditor and chargoror debtor were references to the assigneeand assignor;

(c) to the holder of the international interestwere references to the assignee; and (d)to the aircraft object were references tothe assigned associated rights and therelated international interest.

Article 48

Priority of competing assignments

1. Where there are competing assignmentsof associated rights and at least one of theassignments includes the related internationalinterest and is registered, the provisions of Article42 apply as if the references to a registeredinterest were references to an assignment of theassociated rights and the related registered interestand as if references to a registered or unregisteredinterest were references to a registered orunregistered assignment.

2. Article 43 applies to an assignment ofassociated rights as if the references to aninternational interest were references to anassignment of the associated rights and therelated international interest.

Article 49

Assignee’s priority with respect to associatedrights

1. The assignee of associated rights andthe related international interest whoseassignment has been registered only has priorityunder Article 48(1) over another assignee ofthe associated rights:

(a) if the contract under which the associatedrights arise states that they are secured byor associated with the object; and

(b) to the extent that the associated rights arerelated to an aircraft object.

2. For the purpose of sub-paragraph (b) ofthe preceding paragraph, associated rights arerelated to an aircraft object only to the extentthat they consist of rights to payment orperformance that relate to:

(a) a sum advanced and utilised for thepurchase of the aircraft object;

(b) a sum advanced and utilised for thepurchase of another aircraft object inwhich the assignor held anotherinternational interest if the assignortransferred that interest to the assigneeand the assignment has been registered;

(c) the price payable for the aircraft object;

(d) the rentals payable in respect of theaircraft object; or

(e) other obligations arising from atransaction referred to in any of thepreceding sub-paragraphs.

3. In all other cases, the priority of thecompeting assignments of the associated rightsshall be determined by the applicable law.

Article 50

Effects of assignor’s insolvency

The provisions of Article 43 apply toinsolvency proceedings against the assignoras if references to the debtor were referencesto the assignor.

Article 51

Subrogation

1. Subject to paragraph 2, nothing in thisConvention affects the acquisition of associatedrights and the related international interest bylegal or contractual subrogation under theapplicable law.

2. The priority between any interest withinthe preceding paragraph and a competinginterest may be varied by agreement in writingbetween the holders of the respective interests


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but an assignee of a subordinated interest isnot bound by an agreement to subordinate thatinterest unless at the time of the assignment asubordination had been registered relating tothat agreement.

CHAPTER X

RIGHTS OR INTERESTS SUBJECTTO DECLARATIONS BYCONTRACTING STATES

Article 52

Rights having priority without registration

1. A Contracting State may at any time, ina declaration deposited with the Depositary ofthe Protocol declare, generally or specifically:

(a) those categories of non-consensual rightor interest (other than a right or interestto which Article 53 applies) which underthat State’s law have priority over aninterest in an aircraft object equivalentto that of the holder of a registeredinternational interest and which shallhave priority over a registeredinternational interest, whether in’ oroutside insolvency proceedings; and

(b) that nothing in this Convention shall affectthe right of a State or State entity,intergovernmental organisation or otherprivate provider of public services to arrestor detain an aircraft object under the lawsof that State for payment of amounts owedto such entity, organisation or providerdirectly relating to those services in respectof that object or another aircraft object.

2. A declaration made under the precedingparagraph may be expressed to cover categoriesthat are created after the deposit of thatdeclaration.

3. A non-consensual right or interest haspriority over an international interest if andonly if the former is of a category covered by adeclaration deposited prior to the registrationof the international interest.

4. Notwithstanding the precedingparagraph, a Contracting State may, at the timeof ratification, acceptance, approval of, oraccession to the Protocol, declare that a right

or interest of a category covered by a declarationmade under sub-paragraph (a) of paragraph 1shall have priority over an international interestregistered prior to the date of such ratification,acceptance, approval or accession.

Article 53

Registrable non-consensual rights or interests

A Contracting State may at any time in adeclaration deposited with the Depositary ofthe Protocol list the categories of non-consensual right or interest which shall beregistrable under this Convention as regardsany aircraft object as if the right or interestwere an international interest and shall beregulated accordingly. Such a declaration maybe modified from time to time.

CHAPTER XI

JURISDICTION

Article 54

Choice of forum

1. Subject to Articles 55 and 56, the courtsof a Contracting State chosen by the parties toa transaction have jurisdiction in respect ofany claim brought under this Convention,whether or not the chosen forum has aconnection with the parties or the transaction.Such jurisdiction shall be exclusive unlessotherwise agreed between the parties. 2. Anysuch agreement shall be in writing or otherwiseconcluded in accordance with the formalrequirements of the law of the chosen forum.

Article 55

Jurisdiction under Article 20

1. The courts of a Contracting State chosenby the parties in conformity with Article 54and the courts of the Contracting State on theterritory of which the aircraft object is situatedor in which the aircraft is registered havejurisdiction to grant relief under Article 20(1)(a), (b), (c), and Article 20(8) in respect ofthat aircraft object or aircraft.

2. Jurisdiction to grant relief under Article20(1 )(d) and (e) or other interim relief byvirtue of Article 20(8) may be exercised either:


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(a) by the courts chosen by the parties; or

(b) by the courts of a Contracting State onthe territory of which the debtor is situated,being relief which, by the terms of theorder granting it, is enforceable only inthe territory of that Contracting State.

3. A court has jurisdiction under thepreceding paragraphs even if the finaldetermination of the claim referred to in Article20(1) will or may take place in a court ofanother Contracting State or by arbitration.

Article 56

Jurisdiction to make orders against theRegistrar

1. The courts of the place in which theRegistrar has its centre of administration shallhave exclusive jurisdiction to award damagesor make orders against the Registrar.

2. Where a person fails to respond to ademand made under Article 38 and that personhas ceased to exist or cannot be found for thepurpose of enabling an order to be made againstit requiring it to procure discharge of theregistration, the courts referred to in thepreceding paragraph shall have exclusivejurisdiction, on the application of the debtor orintending debtor, to make an order directed tothe Registrar requiring the Registrar todischarge the registration.

3. Where a person fails to comply with anorder of a court having jurisdiction under thisConvention or, in the case of a national interest,an order of a court of competent jurisdictionrequiring that person to procure the amendmentor discharge of a registration, the courts referredto in paragraph 1 may direct the Registrar totake such steps as will give effect to that order.

4. Except as otherwise provided by thepreceding paragraphs, no court may makeorders or give judgments or rulings against orpurporting to bind the Registrar.

Article 57

Waivers of sovereign immunity

1. Subject to paragraph 2, a waiver ofsovereign immunity from jurisdiction of the

courts specified in Article 54 or 55 of thisConvention or relating to enforcement of rightsand interests relating to an aircraft object underthis Convention shall be binding and, if theother conditions to such jurisdiction orenforcement have been satisfied, shall beeffective to confer jurisdiction and permitenforcement, as the case may be.

2. A waiver under the preceding paragraphmust be in writing and contain a description ofthe aircraft object.

Article 58

Jurisdiction in respect of insolvencyproceedings

The provisions of this Chapter are notapplicable to insolvency proceedings.

CHAPTER XII

RELATIONSHIP WITH OTHER

CONVENTIONS

Article 59

Relationship with the United NationsConvention on the Assignment of Receivablesin International Trade

This Convention shall prevail over theUnited Nations Convention on the Assignmentof Receivables in International Trade, openedfor signature in New York on 12 December2001, as it relates to the assignment ofreceivables which are associated rights relatedto international interests in aircraft objects.

Article 60

Relationship with the Convention on theInternational Recognition of Rights in Aircraft

This Convention shall, for a ContractingState that is a Party to the Convention on theInternational Recognition of Rights inAircraft, signed at Geneva on 19 June 1948,supersede that Convention as it relates toaircraft, as defined in this Convention, and toaircraft objects. However, with respect to rightsor interests not covered or affected by thepresent Convention, the Geneva Conventionshall not be superseded.


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Article 61

Relationship with the Convention for theUnification of Certain Rules Relating to thePrecautionary Attachment of Aircraft

1. This Convention shall, for a ContractingState that is a Party to the Convention/or theUnification of Certain Rules Relating to thePrecautionary Attachment of Aircraft, signedat Rome on 29 May 1933, supersede thatConvention as it relates to aircraft, as definedin this Convention.

2. A Contracting State that is a Party to theabove Convention may declare, at the timeof ratification, acceptance, approval of, oraccession to the Protocol, that it will not applythis Article.

Article 62

Relationship with the UNIDROIT Conventionon International Financial Leasing

This Convention shall supersede theUNIDROIT Convention on InternationalFinancial Leasing, signed at Ottawa on 28May 1988, as it relates to aircraft objects.

CHAPTER XIII

FINAL PROVISIONS

Article 63

Signature, ratification, acceptance, approvalor accession

(See Article 47 of the Convention andArticle XXVI of the Protocol)

Article 64

Regional Economic Integration Organisations

1. A Regional Economic IntegrationOrganisation which is constituted by sovereignStates and has competence over certain mattersgoverned by the Convention and the Protocolmay similarly sign, accept, approve or accede tothe Convention and the Protocol. The RegionalEconomic Integration Organisation shall in thatcase have the rights and obligations of aContracting State, to the extent that thatOrganisation has competence over mattersgoverned by the Convention and the Protocol.Where the number of Contracting States is

relevant in the Convention and the Protocol, theRegional Economic Integration Organisationshall not count as a Contracting State in additionto its Member States which are Contracting States.

2. The Regional Economic IntegrationOrganisation shall, at the time of signature,acceptance, approval or accession, make adeclaration to the Depositary specifying thematters governed by the Convention and theProtocol in respect of which competence hasbeen transferred to that Organisation by itsMember States. The Regional EconomicIntegration Organisation shall promptly notifythe Depositary of any changes to the distributionof competence, including new transfers ofcompetence, specified in the declaration underthis paragraph.

3. Any reference to a “Contracting State”or “Contracting States” or “State Party” or“States Parties” in the Convention and theProtocol applies equally to a RegionalEconomic Integration Organisation where thecontext so requires.

Article 65

Entry into force

(See Article 49 of the Convention andArticle XXVIII of the Protocol)

Article 66

Internal transactions

1. A Contracting State may, at the time ofratification, acceptance, approval of, oraccession to the Protocol, declare that thisConvention shall not apply to a transactionwhich is an internal transaction in relation tothat State with regard to all types of aircraftobjects or some of them.

2. Notwithstanding the preceding paragraph,the provisions of Articles 12(3), 13( 1), 26,Chapter V, Article 42, and any provisions of thisConvention relating to registered interests shallapply to an internal transaction.

3. Where notice of a national interest hasbeen registered in the International Registry,the priority of the holder of that interest underArticle 42 shall not be affected by the fact thatsuch interest has become vested in another


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person by assignment or subrogation underthe applicable law.

Article 67

Future Protocols(See Article 51 of the Convention)

Article 68

Territorial units(See Article 52 of the Convention and

Article XXIX of the Protocol)

Article 69

Determination of courts

A Contracting State may , at the time ofratification, acceptance, approval of, oraccession to the Protocol, declare the relevant“court” or “courts” for the purposes of Article1 and Chapter XI of this Convention.

Article 70

Declarations regarding remedies

1. A Contracting State may, at the time ofratification, acceptance, approval of, or accessionto the Protocol, declare that while the chargedaircraft object is situated within, or controlledfrom its territory the chargee shall not grant alease of the object in that territory.

2. A Contracting State shall, at the time ofratification, acceptance, approval of, or accessionto the Protocol, declare whether or not any remedyavailable to the creditor under any provision ofthis Convention which is not there expressed torequire application to the court may be exercisedonly with leave of the court.

Article 71

Declarations relating to certain provisions

1. A Contracting State may, at the time ofratification, acceptance, approval of, oraccession to the Protocol, declare that it willapply any one or more of Articles 9, 24 and 25of this Convention.

2. A Contracting State may, at the time ofratification, acceptance, approval of, or accessionto the Protocol, declare that it will apply theprovisions of Article 20(2), (3), (5), (7) and (9)wholly or in part. If it so declares with respect toArticle 20(2), it shall specify the time-period

required thereby. A Contracting State may alsodeclare that it will not apply the provisions ofArticle 20(1), (4), (6), and (8), and of Article 55,wholly or in part; such declaration shall specifyunder which conditions the relevant Article willbe applied, in case it will be applied partly, orotherwise which other forms of interim reliefwill be applied.

3. A Contracting State may, at the time ofratification, acceptance, approval of, oraccession to the Protocol, declare that it willapply the entirety of Alternative A, or theentirety of Alternative B of Article 23 and, ifso, shall specify the types of insolvencyproceeding, if any, to which it will apply

Alternative A and the types of insolvencyproceeding, if any, to which it will applyAlternative B. A Contracting State making adeclaration pursuant to this paragraph shallspecify the time-period required by Article 23.

4. The courts of Contracting States shallapply Article 23 in conformity with thedeclaration made by the Contracting Statewhich is the primary insolvency jurisdiction.

Article 72

Reservations and declarations

1. No reservations may be made to thisConvention but declarations authorised byArticles 52, 53, 61, 66, 68, 69, 70, 71, 73, 74and 76 may be made in accordance with theseprovisions.

2. Any declaration or subsequentdeclaration or any withdrawal of a declarationmade under this Convention shall be notifiedin writing to the Depositary.

Article 73

Subsequent declarations

1. A State Party may make a subsequentdeclaration, other than a declaration authorisedunder Article 76, at any time after the date onwhich the Convention and the Protocol haveentered into force for it, by notifying theDepositary to that effect.

2. Any such subsequent declaration shalltake effect on the first day of the monthfollowing the expiration of six months after


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the date of receipt of the notification by theDepositary. Where a longer period for thatdeclaration to take effect is specified in thenotification, it shall take effect upon theexpiration of such longer period after receiptof the notification by the Depositary.

3. Notwithstanding the previousparagraphs, this Convention shall continue toapply, as if no such subsequent declarationshad been made, in respect of all rights andinterests arising prior to the effective date ofany such subsequent declaration.

Article 74

Withdrawal of declarations

1. Any State Party having made a declarationunder this Convention, other than a declarationauthorised under Article 76, may withdraw itat any time by notifying the Depositary. Suchwithdrawal is to take effect on the first day ofthe month following the expiration of sixmonths after the date of receipt of thenotification by the Depositary.

2. Notwithstanding the previous paragraph,this Convention shall continue to apply, as if nosuch withdrawal of declaration had been made,in respect of all rights and interests arising priorto the effective date of any such withdrawal.

Article 75

Denunciations

1. Any State Party may denounce theConvention, or the Protocol or both bynotification in writing to the Depositary.

2. Any such denunciation shall take effecton the first day of the month following theexpiration of twelve months after the date ofreceipt of the notification by the Depositary. 3.Notwithstanding the previous paragraphs, thisConvention shall continue to apply, as if nosuch denunciation had been made, in respectof all rights and interests arising prior to theeffective date of any such denunciation.

Article 76

Transitional provisions

1. Unless otherwise declared by a ContractingState at any time, this Convention does not apply

to a pre-existing right or interest, which retainsthe priority it enjoyed under the applicable lawbefore the effective date of the Convention.

2. For the purposes of Article 1(hh) and ofdetermining priority under this Convention:

(a) “effective date of this Convention”means in relation to a debtor the timewhen the Convention enters into forceor the time when the State in which thedebtor is situated becomes a ContractingState, whichever is the later; and

(b) the debtor is situated in a State where ithas its centre of administration or, if ithas no centre of administration, its placeof business or, if it has more than oneplace of business, its principal place ofbusiness or, if it has no place of business,its habitual residence.

3. A Contracting State may in its declarationunder paragraph 1 specify a date, not earlier thanthree years after the date on which the declarationbecomes effective, when the Convention willbecome applicable, for the purpose ofdetermining priority, including the protection ofany existing priority, to pre-existing rights orinterests arising under an agreement made at atime when the debtor was situated in a Statereferred to in sub-paragraph (b) of the precedingparagraph but only to the extent and in themanner specified in its declaration.

Article 77

Review Conferences, amendments and relatedmatters

1. The Depositary, in consultation with theSupervisory Authority, shall prepare reportsyearly or at such other time as the circumstancesmay require for the States Parties as to the mannerin which the international regimen establishedin this Convention has operated in practice. Inpreparing such reports, the Depositary shall takeinto account the reports of the SupervisoryAuthority concerning the functioning of theinternational registration system.

2. At the request of not less than twenty-five per cent of the States Parties, ReviewConferences of States Panics shall be convened


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from time to time by the Depositary, inconsultation with the Supervisory Authority,to consider:

(a) the practical operation of thisConvention and its effectiveness infacilitating the asset-based financing andleasing of the aircraft objects coveredby its terms;

(b) the judicial interpretation given to, andthe application made of the terms ofthis Convention and the regulations;

(c) the functioning of the internationalregistration system, the performance ofthe Registrar and its oversight by theSupervisory Authority, taking intoaccount the reports of the SupervisoryAuthority; and

(d) whether any modifications to thisConvention or the arrangements relatingto the International Registry are desirable.

3. Subject to paragraph 4, any amendmentto the Convention or the Protocol shall beapproved by at least a two-thirds majority ofStates Parties participating in the Conferencereferred to in the preceding paragraph and shallthen enter into force in respect of States whichhave ratified, accepted or approved suchamendment when ratified, accepted, or approvedby States in accordance with the provisions ofArticle 65 relating to their entry into force.

4. Where the proposed amendment to theConvention is intended to apply to more thanone category of equipment, such amendmentshall also be approved by at least a two-thirdsmajority of States Parties to each Protocol thatare participating in the Conference referred toin paragraph 2.

Article 78

Depositary and its functions

1. Instruments of ratification, acceptance,approval of or accession to the Convention

and the Protocol, shall be deposited with theInternational Institute for the Unification ofPrivate Law (UNIDROIT), which is herebydesignated the Depositary.

2. The Depositary shall:

(a) inform al Contracting States of:

(i) each new signature or deposit of aninstrument of ratification,acceptance, approval or accession,together with the date thereof;

(ii) the date of entry into force of theConvention and the Protocol;

(iii) each declaration made inaccordance with this Convention,together with the date thereof;

(iv) the withdrawal or amendment of anydeclaration, together with the datethereof; and

(v) the notification of any denunciationof the Convention and the Protocoltogether with the date thereof andthe date on which it takes effect;

(b) transmit certified true copies of theConvention and the Protocol to allContracting States;

(c) provide the Supervisory Authority andthe Registrar with a copy of eachinstrument of ratification, acceptance,approval or accession, together with thedate of deposit thereof, of eachdeclaration or withdrawal or amendmentof a declaration and of each notificationof denunciation, together with the dateof notification thereof, so that theinformation contained therein is easilyand fully available; and

(d) perform such other functions customaryfor depositaries.

IN WITNESS WHEREOF the undersignedPlenipotentiaries, having been duly authorised,have signed the Convention and the Protocol.


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Annex

FORM OF IRREVOCABLE DE-REGISTRATION

AND EXPORT REQUEST AUTHORISATION

Annex referred to in Article 25

[Insert Date]

To: [Insert Name of Registry Authority]

Re: Irrevocable De-Registration and Export Request Authorisation

The undersigned is the registered [operator] [owner]* of the [insert the airframe/helicoptermanufacturer name and model number] bearing manufacturer’s serial number [insert manufacturer’sserial number] and registration [number] [mark] [insert registration number/mark] (together withall installed, incorporated or attached accessories, parts and equipment, the “aircraft”).

This instrument is an irrevocable de-registration and export request authorisation issued bythe undersigned in favour of [insert name of creditor] (“the authorised party”) under the authorityof Article 25 of this Convention. In accordance with that Article, the undersigned herebyrequests:

(i) recognition that the authorised party or the person it certifies as its designee is the soleperson entitled to:

(a) procure the de-registration of the aircraft from the [insert name of aircraft register]maintained by the [insert name of registry authority] for the purposes of Chapter III ofthe Convention on International Civil Aviation, signed at Chicago, on 7 December1944; and

(b) procure the export and physical transfer of the aircraft from [insert name of country];and

(ii) confirmation that the authorised party or the person it certifies as its designee may take theaction specified in clause (i) above on written demand without the consent of theundersigned and that, upon such demand, the authorities in [insert name of country] shallco-operate with the authorised party with a view to the speedy completion of such action.

The rights in favour of the authorised party established by this instrument may not be revokedby the undersigned without the written consent of the authorised party.

Please acknowledge your agreement to this request and its terms by appropriate notation inthe space provided below and lodging this instrument in

[insert name of registry authority].

[insert name of operator/owner]

Agreed to and lodged this By: [insert name of signatory]

[insert date] Its: [insert title of signatory]

[insert relevant notational details].

Documents

CHAPTER XXIV CONSOLIDATED TEXT OF …dgca.nic.in/int_conv/Chap_XXIV.pdf · chapter xxiv consolidated text of convention on international interests in mobile equipment and the protocol