4,000,000 ORDINARY SHARES, PAR VALUE € 0.01 PER SHARE AERCAP HOLDINGS N.V. UNDERWRITING AGREEMENTUnderwriting Agreement • December 5th, 2019 • Waha Capital PJSC • Services-equipment rental & leasing, nec • New York
THIS AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT is entered into as 6 June, 2018 by and among:Registration Rights Agreement • June 18th, 2018 • Waha Capital PJSC • Oil & gas field services, nec • New York
WHEREAS, the Company and the Investor are party to that certain Registration Rights Agreement dated as of May 17, 2017 (the “Prior Agreement”);
SECURITY DEED DATED 2 DECEMBER 2014Waha Capital PJSC • December 3rd, 2014 • Services-equipment rental & leasing, nec • London
AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 16th, 2013 • Waha Capital PJSC • Services-equipment rental & leasing, nec • New York
Reference is made to the REGISTRATION RIGHTS AGREEMENT, dated as of October 25, 2010 (the “2010 Agreement”), among AERCAP HOLDINGS N.V., a public limited liability company (naamloze vennootschap) incorporated under the laws of the Netherlands (the “Company”), and WAHA AC COÖPERATIEF U.A., a cooperative with excluded liability incorporated under the laws of the Netherlands, with its corporate seat in Amsterdam, the Netherlands and its principal offices at Teleportboulevard 140, Amsterdam, the Netherlands (the “Shareholder”).
CONFIRMATION Citibank N.A., London Branch 33 Canada Square London E14 5LB United Kingdom Email: ecmss@citi.com DATE: December 1, 2014 TO: Waha AC Coöperatief U.A. ATTENTION: Hani Ramadan TELEPHONE: +971 2 403 9385 FACSIMILE: +971 2 667 7383 FROM:...Waha Capital PJSC • December 3rd, 2014 • Services-equipment rental & leasing, nec
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Transaction entered into between us on the Trade Date specified below (the “Transaction”). This Confirmation constitutes a “Confirmation” as referred to in the Agreement specified below.
NOVATION AND SECURITY RELEASE DEED dated among: Citibank N.A., London Branch (the “Remaining Party”), Waha AC Coöperatief U.A. (the “Transferor”) AND Avia Holding Limited (the “Transferee”).Novation and Security Release Deed • August 20th, 2019 • Waha Capital PJSC • Services-equipment rental & leasing, nec • England
The Transferor and the Remaining Party have entered into a Transaction identified in the attached Annex A (the “Old Transaction”) evidenced by a Confirmation (the “Old Confirmation”). To secure the obligations of the Remaining Party under the Old Transaction, the Transferor and the Remaining Party entered into a security deed dated 3 September 2014, as confirmed and supplemented by a supplemental security deed dated 24 November 2016, in which the Transferor granted security over Collateral (as such term is defined in the Old Confirmation) for the benefit of the Remaining Party (the “Transferor Security Deed”).
JOINT FILING AGREEMENTJoint Filing Agreement • June 18th, 2018 • Waha Capital PJSC • Oil & gas field services, nec
In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, the undersigned agree to the joint filing of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the ordinary shares, no par value per share, of National Energy Services Reunited Corp. and further agree to the filing of this agreement as an exhibit thereto. In addition, each party to this Agreement expressly authorizes each other party to this Agreement to file on its behalf any and all amendments to such Statement on Schedule 13D.
ContractVoting Agreement • December 16th, 2013 • Waha Capital PJSC • Services-equipment rental & leasing, nec
VOTING AGREEMENT dated as of December 16, 2013 (this “Agreement”), among AerCap Holdings N.V., a Netherlands public limited liability company (the “Company”), American International Group, Inc., a Delaware corporation (the “Parent”), AIG CAPITAL CORPORATION, a Delaware corporation (the “Seller”), and WAHA AC COÖPERATIEF U.A., a cooperative with excluded liability incorporated under the laws of The Netherlands (the “Stockholder”).
SECURITY DEED DATED 2 DECEMBER 2014Waha Capital PJSC • December 3rd, 2014 • Services-equipment rental & leasing, nec
AMENDMENT TO THE CONFIRMATION DATED AS OF: November 22, 2016 TO: Waha AC Coöperatief U.A. ATTENTION: Fahad Al Qassim TELEPHONE: +971 2 403 9385 FACSIMILE: +971 2 667 7383 FROM: Citibank N.A., London Branch SUBJECT: Amendment to the Funded Collar...Letter Agreement • November 25th, 2016 • Waha Capital PJSC • Services-equipment rental & leasing, nec
The purpose of this letter agreement (this “Amendment”) is to amend the letter agreement dated as of September 2, 2014, as amended from time to time to the date hereof, between Citibank N.A., London Branch (“Dealer”) and Waha AC Coöperatief U.A. (“Counterparty”) (the “Confirmation”) confirming the terms and conditions of the Funded Collar Transaction (the “Transaction”). Any capitalized term used but not defined herein shall have the meaning assigned thereto in the Confirmation. References to the “Security Deed” shall be to the Security Deed as confirmed and supplemented by the supplemental security deed dated on or around the date hereof (the “Supplemental Security Deed”). The Supplemental Security Deed shall constitute a “Document” for the purposes of the Confirmation.
JOINT FILING AGREEMENTJoint Filing Agreement • March 1st, 2021 • Waha Capital PJSC • Transportation services
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree that only one statement containing the information required by Schedule 13D, as well as all future amendments to such Schedule 13D, need be filed on behalf of each of them with respect to the ordinary shares of Despegar.com, Corp.
Sales PlanSales Plan • March 19th, 2018 • Waha Capital PJSC • Services-equipment rental & leasing, nec • New York
This Sales Plan (including the attached Annex, the “Sales Plan”) is entered into as of March 15, 2018, by and between Waha AC Coöperatief U.A. (“Seller”), [Deutsche Bank Securities Inc.]1 [Citigroup Global Markets, Inc.]2 [UBS Securities LLC]3 [Nomura Securities International Inc.]4 (“Broker”) and [Deutsche Bank AG, London Branch]5 [UBS AG, London Branch]6 [Citibank, N.A., London Branch]7 [Nomura International plc]8 (“Dealer”).
Joint Filing AgreementJoint Filing Agreement • November 25th, 2016 • Waha Capital PJSC • Services-equipment rental & leasing, nec
In accordance with Rule 13d-1(k) promulgated under the U.S. Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, nominal value EUR0.01 per share, of Aercap Holdings N.V., a Dutch corporation, and that this Joint Filing Agreement may be included as an Exhibit to such joint filing. This Joint Filing Agreement may be executed in any number of counterparts, all of which together shall constitute one and the same instrument.
REPURCHASE AGREEMENTRepurchase Agreement • December 5th, 2019 • Waha Capital PJSC • Services-equipment rental & leasing, nec • New York
This REPURCHASE AGREEMENT (this “Agreement”) is entered into as of December 2, 2019, by and among AerCap Holdings N.V., a public limited liability company (naamloze vennootschap) incorporated under the laws of the Netherlands (the “Company”), Waha Capital PJSC, a public joint stock company with limited liability formed in the Emirate of Abu Dhabi, United Arab Emirates (“Waha Capital”), Avia Holding Limited, a limited liability company organized under the laws of the Cayman Islands (the “Seller”) and a wholly owned subsidiary of Waha Capital, and Waha AC Coöperatief U.A., a cooperative with excluded liability incorporated under the laws of the Netherlands (“Waha” and, together with Waha Capital, the “Waha Parties”).
AMENDMENT TO THE CONFIRMATIONLetter Agreement • August 24th, 2016 • Waha Capital PJSC • Services-equipment rental & leasing, nec
The purpose of this letter agreement (this “Amendment”) is to amend the letter agreement dated as of December 1, 2014, as amended from time to time to the date hereof, between Citibank N.A., London Branch (“Dealer”) and Waha AC Coöperatief U.A. (“Counterparty”) (the “Confirmation”) confirming the terms and conditions of the Funded Collar Transaction (the “Transaction”). Any capitalized term used but not defined herein shall have the meaning assigned thereto in the Confirmation. References to the “Security Deed” shall be to the Security Deed as confirmed and supplemented by the supplemental security deed dated on or around the date hereof (the “Supplemental Security Deed”). The Supplemental Security Deed shall constitute a “Document” for the purposes of the Confirmation.
JOINT FILING AGREEMENTJoint Filing Agreement • November 22nd, 2010 • Waha Capital PJSC • Services-equipment rental & leasing, nec
The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that it knows or has reason to believe that such information is inaccurate.
THIS UNWIND DEED is made on December 2, 2019 among: BETWEEN:Waha Capital PJSC • December 5th, 2019 • Services-equipment rental & leasing, nec • England and Wales
AMENDMENT TO THE CONFIRMATION DATED AS OF: November 22, 2016 TO: Waha AC Coöperatief U.A. ATTENTION: Fahad Al Qassim TELEPHONE: +971 2 403 9385 FACSIMILE: +971 2 667 7383 FROM: Citibank N.A., London Branch SUBJECT: Amendment to the Funded Collar...Letter Agreement • November 25th, 2016 • Waha Capital PJSC • Services-equipment rental & leasing, nec
The purpose of this letter agreement (this “Amendment”) is to amend the letter agreement dated as of December 1, 2014, as amended from time to time to the date hereof, between Citibank N.A., London Branch (“Dealer”) and Waha AC Coöperatief U.A. (“Counterparty”) (the “Confirmation”) confirming the terms and conditions of the Funded Collar Transaction (the “Transaction”). Any capitalized term used but not defined herein shall have the meaning assigned thereto in the Confirmation. References to the “Security Deed” shall be to the Security Deed as confirmed and supplemented by the supplemental security deed dated August 24, 2016 (the “Supplemental Security Deed”). The Supplemental Security Deed shall constitute a “Document” for the purposes of the Confirmation.
SUBSCRIPTION AGREEMENT DATED 25 OCTOBER 2010 AERCAP HOLDINGS N.V. WAHA AC COÖPERATIEF U.A. and WAHA CAPITAL PJSC as GuarantorSubscription Agreement • November 22nd, 2010 • Waha Capital PJSC • Services-equipment rental & leasing, nec
Sales PlanSales Plan • September 11th, 2019 • Waha Capital PJSC • Services-equipment rental & leasing, nec • New York
This Sales Plan (including the attached Annex, the “Sales Plan”) is entered into as of September 9, 2019, by and between Avia Holding Limited (“Seller”) and Deutsche Bank Securities Inc. (“Broker”).
Joint Filing AgreementJoint Filing Agreement • August 20th, 2019 • Waha Capital PJSC • Services-equipment rental & leasing, nec
In accordance with Rule 13d-1(k) promulgated under the U.S. Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, nominal value EUR0.01 per share, of Aercap Holdings N.V., a Dutch corporation, and that this Joint Filing Agreement may be included as an Exhibit to such joint filing. This Joint Filing Agreement may be executed in any number of counterparts, all of which together shall constitute one and the same instrument.
Sales PlanSales Plan • February 22nd, 2018 • Waha Capital PJSC • Services-equipment rental & leasing, nec • New York
This Sales Plan (including the attached Annex, the “Sales Plan”) is entered into as of February 20, 2018, by and between Waha AC Coöperatief U.A. (“Seller”) and Deutsche Bank Securities Inc. (“Broker”).
AMENDMENT TO THE CONFIRMATIONLetter Agreement • November 25th, 2016 • Waha Capital PJSC • Services-equipment rental & leasing, nec
The purpose of this letter agreement (this “Amendment”) is to amend the letter agreement dated as of September 2, 2014, as amended from time to time to the date hereof, between Nomura International plc (“Dealer”) and Waha AC Coöperatief U.A. (“Counterparty”) (the “Confirmation”) confirming the terms and conditions of the Funded Collar Transaction (the “Transaction”). Any capitalized term used but not defined herein shall have the meaning assigned thereto in the Confirmation. References to the “Security Deed” shall be to the Security Deed as confirmed and supplemented by the supplemental security deed dated on or around the date hereof (the “Supplemental Security Deed”). The Supplemental Security Deed shall constitute a “Document” for the purposes of the Confirmation.
