Contract

EXECUTION VERSION SERVICING AGREEMENT dated as of October 31, 2023 among XXXXXX ENGINE STRUCTURED TRUST VII, XXXXXX LEASE FINANCE CORPORATION, as Servicer and Administrative Agent, and EACH SERVICED GROUP MEMBER ii TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS ........................................................................................................... 1 SECTION 1.01. Definitions............................................................................................. 1 ARTICLE 2 APPOINTMENT; SERVICES .................................................................................. 1 SECTION 2.01. Appointment ......................................................................................... 1 SECTION 2.02. Services ................................................................................................. 2 SECTION 2.03. Limitations ............................................................................................ 2 ARTICLE 3 STANDARD OF CARE; CONFLICTS OF INTEREST; STANDARD OF LIABILITY ............................................................................................................. 2 SECTION 3.01. Standard of Care ................................................................................... 2 SECTION 3.02. Conflicts of Interest............................................................................... 2 SECTION 3.03. Standard of Liability ............................................................................. 3 SECTION 3.04. Waiver of Implied Standard .................................................................. 4 ARTICLE 4 REPRESENTATIONS AND WARRANTIES .......................................................... 4 SECTION 4.01. Representations and Warranties by WEST and each other Person in Serviced Group ..................................................................... 4 SECTION 4.02. Representations and Warranties by Servicer ........................................ 4 ARTICLE 5 SERVICER UNDERTAKINGS ................................................................................ 5 SECTION 5.01. Staff and Resources............................................................................... 5 SECTION 5.02. Access ................................................................................................... 5 SECTION 5.03. Compliance with Law ........................................................................... 5 SECTION 5.04. Commingling ........................................................................................ 5 SECTION 5.05. Notes Offering ...................................................................................... 6 SECTION 5.06. Notification of Defaults ........................................................................ 7 SECTION 5.07. Ownership Placards .............................................................................. 7 ARTICLE 6 UNDERTAKINGS OF WEST AND SERVICED GROUP...................................... 7 SECTION 6.01. Cooperation ........................................................................................... 7 SECTION 6.02. No Representation with Respect to Third Parties ................................. 7 SECTION 6.03. Related Document Amendments .......................................................... 7 SECTION 6.04. Other Servicing Arrangements ............................................................. 7 SECTION 6.05. Communications ................................................................................... 8 SECTION 6.06. Ratification ............................................................................................ 8 SECTION 6.07. Execution, Amendment, Modification or Termination of Asset Documents ............................................................................................ 8 iii SECTION 6.08. Accounts and Cash Arrangements of the Serviced Group.................... 8 SECTION 6.09. Notification of Bankruptcy ................................................................... 8 SECTION 6.10. Further Assurances................................................................................ 9 SECTION 6.11. Covenants .............................................................................................. 9 SECTION 6.12. Limitation of Obligation ..................................................................... 10 SECTION 6.13. New Issuer Subsidiaries ...................................................................... 10 ARTICLE 7 RESPONSIBILITY OF SERVICED GROUP; BUDGETS; DIRECTIONS .......... 10 SECTION 7.01. Responsibility of Serviced Group ....................................................... 10 SECTION 7.02. Instructions by WEST ......................................................................... 10 SECTION 7.03. Request for Authority ......................................................................... 10 SECTION 7.04. Overall Business Objectives with Respect to Asset ........................... 10 SECTION 7.05. Operating Budget; Asset Expenses Budget ........................................ 11 SECTION 7.06. Transaction Approval Requirements .................................................. 12 ARTICLE 8 EFFECTIVENESS ................................................................................................... 14 SECTION 8.01. Effectiveness ....................................................................................... 14 ARTICLE 9 SERVICING FEES; EXPENSES ............................................................................ 14 SECTION 9.01. Servicing Fees ..................................................................................... 14 SECTION 9.02. Rent Based Fee ................................................................................... 14 SECTION 9.03. Disposition Fee ................................................................................... 14 SECTION 9.04. Expenses ............................................................................................. 15 ARTICLE 10 TERM; RIGHT TO TERMINATE; CONSEQUENCES OF TERMINATION; SURVIVAL ............................................................................ 15 SECTION 10.01. Term .................................................................................................... 15 SECTION 10.02. Right to Terminate. ............................................................................. 15 SECTION 10.03. Consequences of Termination............................................................. 18 SECTION 10.04. Survival ............................................................................................... 19 ARTICLE 11 INDEMNIFICATION ............................................................................................ 19 SECTION 11.01. Indemnity ............................................................................................ 19 SECTION 11.02. Procedures for Defense of Claims ...................................................... 20 SECTION 11.03. Reimbursement of Costs ..................................................................... 21 ARTICLE 12 ASSIGNMENT AND DELEGATION .................................................................. 21 SECTION 12.01. Assignment and Delegation ................................................................ 21 ARTICLE 13 MISCELLANEOUS .............................................................................................. 22 SECTION 13.01. Reasonable Efforts .............................................................................. 22 iv SECTION 13.02. Notices ................................................................................................ 22 SECTION 13.03. Governing Law ................................................................................... 23 SECTION 13.04. Jurisdiction .......................................................................................... 23 SECTION 13.05. Waiver of Jury Trial ............................................................................ 24 SECTION 13.06. Counterparts; Third Party Beneficiaries ............................................. 24 SECTION 13.07. Entire Agreement ................................................................................ 24 SECTION 13.08. Power of Attorney ............................................................................... 24 SECTION 13.09. Restrictions on Disclosure .................................................................. 24 SECTION 13.10. Rights of Setoff ................................................................................... 25 SECTION 13.11. Nonpetition ......................................................................................... 25 SECTION 13.12. Severability ......................................................................................... 25 SECTION 13.13. Amendments ....................................................................................... 25 SECTION 13.14. Asset Trustee Liability ........................................................................ 26 Appendices Appendix A Definitions Schedules Schedule 2.02(a) Services Schedule 4.01(a) Assets Schedule 8.01 Conditions to Effectiveness Exhibits Exhibit A Form of Operating Budget and Asset Expenses Budget for the Initial Period Exhibit B Form of Serviced Group Member Supplement.

1 SERVICING AGREEMENT (as amended, modified or supplemented from time to time in accordance with the terms hereof, the βAgreementβ or the βServicing Agreementβ) dated as of October 31, 2023, among XXXXXX ENGINE STRUCTURED TRUST VII, a Delaware statutory trust (βWESTβ), XXXXXX LEASE FINANCE CORPORATION, a Delaware corporation incorporated under the laws of Delaware, in its capacity as Servicer (together with its successors and permitted assigns, the βServicerβ) and as the Administrative Agent, and each member of the Serviced Group from time to time party hereto. NOW, THEREFORE, for the consideration set forth herein and other good and valuable consideration, the receipt of which is hereby acknowledged, each of the parties hereto, and each Person that becomes a party hereto pursuant to a Serviced Group Member Supplement, hereby agrees as follows: ARTICLE 1 DEFINITIONS SECTION 1.01. Definitions. The terms used herein have the meaning assigned to them in Appendix A hereto. Unless otherwise defined herein, all capitalized terms used but not defined herein have the meanings assigned to such terms in the Indenture. ARTICLE 2 APPOINTMENT; SERVICES SECTION 2.01. Appointment. (a) Each Person within the Serviced Group hereby appoints the Servicer as the exclusive provider of the Services (as defined in Section 2.02(a) below) to each such Person in respect of the Assets on the terms and subject to the conditions set forth in this Agreement. (b) The Servicer hereby accepts such appointment and agrees to perform the Services on the terms and subject to the conditions set forth in this Agreement. In connection with the provision of the Services with respect to the Assets, the Servicer generally shall, where and to the extent practicable and in the case of Services that are not performed by the Servicer directly, contract for or otherwise obtain goods and services from third party providers in the name of, or as disclosed agent for, the relevant Person within the Serviced Group. If the Servicer shall not have contracted for or otherwise obtained such goods and services in the name of, or as disclosed agent for, the relevant Person within the Serviced Group, the Servicer shall use its reasonable efforts to cause WEST or such Subsidiary to be in a position to have direct recourse against any such third party provider providing goods and services for WEST or such Subsidiary for any breaches by such third party provider related to the provision of such goods and services. (c) WEST hereby warrants and represents to the Servicer that it and each Subsidiary has appointed or will appoint the Administrative Agent to act as its representative with respect to any matter in respect of which any Person within the Serviced Group is required or permitted to take any action pursuant to the terms of this Agreement. Accordingly, in connection with the performance of the Services, unless an Administrative Agent Event of Default shall have 2 occurred and be continuing, or unless earlier notified by WEST that the appointment of the Administrative Agent to act on behalf of each Person within the Serviced Group has not become effective or has been revoked or terminated, the Servicer shall in all cases be entitled to rely on the instructions (or other actions) of the Administrative Agent as representative of each Person within the Serviced Group other than the actions specified in Section 7.06(a)(i) and 7.06(a)(iv). SECTION 2.02. Services. (a) The services to be provided by the Servicer in respect of the Assets (the βServicesβ) are as set forth in Schedule 2.02(a) and under this Agreement. (b) Except with respect to the obligations expressly provided herein, in connection with the performance of the Services, the Servicer shall in all cases only be obligated to act upon, and shall be entitled to rely on, the instructions of WEST or, as provided above in Section 2.01(c), the Administrative Agent, on behalf of each Person within the Serviced Group. The Servicer shall not be liable to WEST, any Subsidiary, the Indenture Trustee or any other Person for any act or omission to act taken in accordance with such instructions, except to the extent provided in Section 3.03. SECTION 2.03. Limitations. (a) Neither the Servicer nor any of its Affiliates (other than each Person within the Serviced Group) shall assume any WEST Liabilities. In connection with the performance of the Services and its other obligations hereunder, the Servicer shall not be obligated to take or refrain from taking any action which is reasonably likely to (A) violate any Applicable Law, (B) lead to an investigation by any Governmental Authority or (C) expose the Servicer to any liabilities for which, in the Servicerβs good faith opinion, adequate bond or indemnity has not been provided. (b) Each Person within the Serviced Group shall at all times retain full legal and equitable title to the Assets, notwithstanding the management thereof by the Servicer hereunder. ARTICLE 3 STANDARD OF CARE; CONFLICTS OF INTEREST; STANDARD OF LIABILITY SECTION 3.01. Standard of Care. The Servicer shall perform the Services with reasonable care and diligence at all times as is customary in the engine operating leasing industry and, for so long as there are any Assets that are Airframes, the aircraft operating leasing industry, as if it were the owner of each such Engine or Airframe, as applicable (the βStandard of Careβ). The Standard of Care shall be implemented in a manner which is consistent with the reasonable commercial practices of leading international Aircraft Engine operating lessors and, for so long as there is any Asset that that is an Airframe, leading international aircraft operating lessors, and is consistent with the Indenture. SECTION 3.02. Conflicts of Interest. 3 (a) Each Person within the Serviced Group acknowledges and agrees that (i) in addition to managing the Assets under this Agreement, the Servicer may manage, and shall be entitled to manage, from time to time, the separate assets owned by it or its Affiliates (other than each Person within the Serviced Group) and third parties (βOther Assetsβ); (ii) in addition to the management of the Assets and the Other Assets, the Servicer shall, and shall be entitled to, carry on its commercial businesses, including the financing, purchase or other acquisition, leasing and sale of Other Assets; (iii) in the course of conducting such activities, the Servicer may from time to time have conflicts of interest in performing its duties on behalf of the various entities to whom it provides management services and with respect to the various assets in respect of which it provides management services; and (iv) the Controlling Trustees of WEST have approved the transactions contemplated by this Agreement and desire that such transactions be consummated and, in giving such approval, the Controlling Trustees of WEST have expressly recognized that such conflicts of interest may arise and that when such conflicts of interest arise the Servicer shall perform the Services in accordance with the Standard of Care and the Servicer Conflicts Standard set forth below in Section 3.02(b) (b) If conflicts of interest arise regarding the management or remarketing of any Asset, on the one hand, and any Other Asset, on the other hand, the Servicer shall promptly notify WEST and the Indenture Trustee (but in no later than the date on which the next Monthly Report is delivered). The Servicer shall perform the Services in good faith and to the extent such Asset and such Other Asset are substantially similar in terms of objectively identifiable characteristics relevant for purposes of the particular Services to be performed, the Servicer shall not discriminate between such Asset and such Other Asset on an unreasonable basis (the standard set forth in this Section 3.02(b) shall be referred to collectively as the βServicer Conflicts Standardβ). SECTION 3.03. Standard of Liability. The Servicer shall not be liable to any Person within the Serviced Group for any Losses arising (i) as a result of an Asset being sold, leased or purchased on less favorable terms than might have been achieved at any time, provided such transactions were entered into on the basis of an armβs-length commercial decision of the Servicer, or (ii) in respect of the Servicerβs obligation to apply the Servicer Conflicts Standard in respect of its performance of the Services, except, in either case, in the case of willful misconduct, negligence or fraud on the part of the Servicer. The Servicer shall not be liable to any Person within the Serviced Group for any Loss arising as a result of the performance of any of the Servicerβs obligations as Servicer or as a result of any action which the Servicer is requested to take or refrain from taking by WEST (or the Administrative Agent), unless (A) such Loss has arisen as a result of the willful misconduct, negligence or fraud of the Servicer, (B) such Loss has directly resulted from a breach by the Servicer of the express terms and conditions of this Agreement or (C) such Loss is a Loss for which the Servicer has indemnified WEST and its Affiliates and arises as a result of any material misstatements or omissions in any public filing or offering memorandum relating to information on the Assets, the Servicer and the Services provided by the Servicer for disclosure in such public filing or offering memorandum, provided that the Servicer may reasonably rely on information from third parties without incurring liability (the liability standards set forth in this Section 3.03, the βStandard of Liabilityβ). 4 SECTION 3.04. Waiver of Implied Standard. Except as expressly stated above in this Article 3, all other warranties, conditions and representations, express or implied, statutory or otherwise, arising under Delaware or New York law or any other Applicable Law in relation to either the skill, care, diligence or otherwise in respect of any Service to be performed hereunder or to the quality or fitness for any particular purpose of any goods are hereby to the fullest extent permitted by Applicable Law excluded and the Servicer shall not be liable in contract, tort or otherwise under Delaware or New York law or any other Applicable Law for any Loss arising out of or in connection with the Services to be supplied pursuant to this Agreement or any goods to be provided or sold in conjunction with such Services. ARTICLE 4 REPRESENTATIONS AND WARRANTIES SECTION 4.01. Representations and Warranties by WEST and each other Person in Serviced Group. Each Person within the Serviced Group represents and warrants to the Servicer as follows: (a) Assets: Schedule 4.01(a) contains a true and complete list of all Assets as of the Initial Closing Date, notwithstanding that WEST may not have, as of such date, acquired the Asset Interests relating to such Assets. (b) Asset Documents: WEST shall deliver to the Servicer on the Initial Closing Date a true, correct and complete copy of all material Asset Documents as of such Initial Closing Date in the possession of any Person within the Serviced Group. (c) Accounts and Cash Flow: WEST shall, prior to the Initial Closing Date, provide to the Servicer a true and complete list of all the Existing Accounts of each Person within the Serviced Group included among the Assets as of such Initial Closing Date with respect to which any Person within the Serviced Group has authority. SECTION 4.02. Representations and Warranties by Servicer. The Servicer represents and warrants to each Person within the Serviced Group as follows: (a) The Servicer is a corporation duly organized and validly existing under the laws of the State of Delaware. (b) The Servicer has all requisite power and authority to execute this Agreement and to perform its obligations under this Agreement. All corporate acts and other proceedings required to be taken by the Servicer to authorize the execution and delivery of this Agreement and the performance of its obligations contemplated under this Agreement have been duly and properly taken. (c) This Agreement has been duly executed and delivered by the Servicer and is a legal, valid and binding obligation of the Servicer enforceable against it in accordance with its terms, except as may be limited by bankruptcy, insolvency, reorganization or other laws of general application affecting the enforcement of creditorsβ rights or by general principles of equity.

25 (ii) was lawfully obtained from a source under no obligation of confidentiality, directly or indirectly, to any Person within the Serviced Group; (iii) was disclosed to the general public with the approval of any Person within the Serviced Group; (iv) was in the files, records or knowledge of the Servicer or any of the Servicerβs Affiliates prior to initial disclosure thereof to the Servicer or any of the Servicerβs Affiliates by any Person within the Serviced Group; (v) was provided by any Person within the Serviced Group to the Servicer or any of the Servicerβs Affiliates without any express written (or, to the extent such information was provided in an oral communication, oral) restriction on use of or access to such information, and such information would not reasonably be expected to be confidential, proprietary or otherwise privileged; or (vi) was developed independently by the Servicer or any of the Servicerβs Affiliates; and (d) is reasonably deemed necessary by the Servicer to protect and enforce its rights and remedies under this Agreement; provided, however, that in such an event the Servicer shall act in a manner reasonably designed to prevent disclosure of such confidential information; and provided, further, that prior to disclosure of such information, the Servicer shall inform each Person within the Serviced Group of such disclosure. SECTION 13.10. Rights of Setoff. To the extent permitted by Applicable Law, the Servicer hereby waives any right it may have under Applicable Law to exercise any rights of setoff with respect to any assets it holds owned by, or money or monies it owes to, any Person within the Serviced Group pursuant to and in accordance with the terms and conditions of this Agreement. SECTION 13.11. Nonpetition. During the term of this Agreement and for one year and one day after payment in full of the Notes, none of the parties hereto or any Affiliate thereof will file any involuntary petition or otherwise institute any bankruptcy, reorganization, arrangement, insolvency, examinership or liquidation proceeding or other proceeding under any federal or state bankruptcy or similar law against any Person within the Serviced Group thereof. SECTION 13.12. Severability. If any term or provision of this Agreement or the performance thereof shall to any extent be or become invalid or unenforceable, such invalidity or unenforceability shall not affect or render invalid or unenforceable any other provisions of this Agreement, and this Agreement shall continue to be valid and enforceable to the fullest extent permitted by law. SECTION 13.13. Amendments. This Agreement may not be terminated, amended, supplemented, waived or modified, except by an instrument in writing signed by WEST and the Servicer; provided that WEST may only terminate, amend, supplement, waive or modify this Agreement in accordance with Section 5.02(a) of the Indenture. No failure or delay of any party in exercising any power or right thereunder shall operate as a waiver thereof, nor shall any single 26 or partial exercise of any such right or power, or any abandonment or discontinuance of steps to enforce such a right or power, preclude any other or further exercise thereof or the exercise of any other right or power. SECTION 13.14. Asset Trustee Liability. It is understood and agreed that each Asset Trustee that becomes a party to this Agreement pursuant to a Serviced Group Member Supplement does so solely in its capacity as owner trustee under the relevant Asset Trust Agreement and that such Asset Trustee shall not be liable or accountable in its individual capacity in any circumstances whatsoever except for its own gross negligence or willful misconduct and as otherwise expressly provided in the such Asset Trust Agreement, all such individual liability being hereby waived, but otherwise shall be liable or accountable solely to the extent of the assets of the βTrust Estateβ (as or howsoever defined in the relevant Asset Trust Agreement). [Signature Pages Follow] - Signature Page - Servicing Agreement WEST VII IN WITNESS WHEREOF, this Agreement has been duly executed on the date first written above. XXXXXX ENGINE STRUCTURED TRUST VII By: /s/ Xxxxx X. Hole Name: Xxxxx X. Hole Title: Controlling Trustee - Signature Page - Servicing Agreement WEST VII XXXXXX LEASE FINANCE CORPORATION, as Servicer and Administrative Agent By: /s/ Xxxx X. Xxxxxxxxxx Name: Xxxx X. Xxxxxxxxxx Title: Senior Vice President

APPENDIX A DEFINITIONS βAdministrative Agent Event of Defaultβ means the occurrence of one of the events set forth in Section 8.02(d) of the Administrative Agency Agreement. βAfter-Tax Basisβ means on a basis such that any payment received, deemed to have been received or receivable by any Person shall, if necessary, be supplemented by a further payment to that Person so that the sum of the two payments shall, after deduction of all U.S. federal, state, local or foreign Taxes and other charges resulting from the receipt (actual or constructive) or accrual of such payments imposed by or under any U.S. federal, state, local or other foreign law or Governmental Authority (after taking into account any current deduction to which such Person shall be entitled with respect to the amount that gave rise to the underlying payment), be equal to the payment received, deemed to have been received or receivable. βAgreementβ has the meaning assigned to such term in the preamble hereof. βAsset Documentsβ means all Leases and related documents and other contracts and agreements of any Person within the Serviced Group the terms of which relate to or affect any of the Assets. βAsset Expensesβ has the meaning assigned to such term in Section 9.04(b)(i) of this Agreement. βAsset Expenses Budgetβ has the meaning assigned to such term in Section 7.05(a)(B) of this Agreement. βAssetsβ means all Airframes and Engines and related lease interests owned by any Person within the Serviced Group as of the Initial Closing Date or, in the case of any Asset acquired by any Person within the Serviced Group after the Initial Closing Date, including any Replacement Assets, as of the applicable Delivery Date; provided, however, that Assets shall not include any Asset (x) that shall have ceased to be an Asset pursuant to this Agreement, or (y) in respect of which the Servicer, WEST or the Noteholders shall have terminated the Servicerβs obligation to provide Services in accordance with Article 10 of this Agreement. βAssigned Leasesβ has the meaning assigned to such term in Section 2.01 of the Security Trust Agreement. βBank Accountsβ has the meaning assigned to such term in Section 6.01(b) of Schedule 2.02(a) to this Agreement. βBoardβ, with respect to any Person, means the board of directors, board of managers or board of trustees, as applicable, of such Person. βBudgetsβ has the meaning assigned to such term in Section 7.05(a) of this Agreement. 2 βCape Town Conventionβ means the Convention on International Interests in Mobile Equipment and its Protocol on Matters Specific to Aircraft Equipment, concluded in Cape Town on 16 November 2001. βConsolidated Interestβ shall mean with respect to Xxxxxx and its Subsidiaries as of the last day of any fiscal period, the sum of all interest, fees, charges and related expenses (in each case as such expenses are calculated according to GAAP) paid or payable (without duplication) for that fiscal period to a lender in connection with borrowed money (including net payment obligations pursuant to Interest Rate Protection Agreements and any obligations for fees, charges and related expenses payable to the issuer of any letter of credit) or the deferred purchase price of assets that are considered βinterest expenseβ under GAAP; provided that βConsolidated Interestβ shall not include any gains or losses resulting from changes in the fair market value of derivative instruments (within the meaning of SFAS 133). βEBITDAβ means, with respect to any fiscal period for Xxxxxx, the sum of (a) Net Income for that period, plus (b) any extraordinary loss reflected in such Net Income, minus (c) any extraordinary gain reflected in such Net Income, plus (d) interest expense of Xxxxxx and its Subsidiaries for that period, including net payment obligations pursuant to Interest Rate Protection Agreements plus (e) the aggregate amount of federal and state taxes on or measured by income of Xxxxxx and its Subsidiaries for that period (whether or not payable during that period), minus (f) the aggregate amount of federal and state credits against taxes on or measured by income of such Xxxxxx and its Subsidiaries for that period (whether or not usable during that period), plus (g) depreciation and amortization of Xxxxxx and its Subsidiaries for that period and any write-downs of aircraft or Aircraft Engines owned by Xxxxxx and its Subsidiaries, in each case as determined in accordance with GAAP, consistently applied; provided that βEBITDAβ shall not include any gains or losses resulting from changes in the fair market value of derivative instruments (within the meaning of SFAS 133). βEffectiveness Dateβ has the meaning assigned to such term in Section 10.02(c)(ii) of this Agreement. βExisting Accountsβ has the meaning assigned to such term in Section 6.01(a) of Schedule 2.02(a) to this Agreement. βFiscal Quarterβ means any of the quarterly accounting periods of Xxxxxx, specifically ending March 31, June 30, September 30, and December 31 of each year. βForecastβ has the meaning assigned to such term in Section 8.01(c) of Schedule 2.02(a) to this Agreement. βGenerally Accepted Accounting Principlesβ or βGAAPβ means generally accepted accounting principles as in effect from time to time in the United States, consistently applied, provided that if GAAP shall change from the basis used by Xxxxxx in calculating EBITDA on or before the date of this Agreement, EBITDA shall be calculated based upon GAAP as in effect on the date of this Agreement. 3 βGovernmental Authorityβ means any court, administrative agency or commission or other governmental agency or instrumentality (or any officer or representative thereof) domestic, foreign or international, of competent jurisdiction including the European Union. βIndentureβ means the Trust Indenture dated as of the Initial Closing Date, among, inter alia, WEST and the Indenture Trustee, and each successor indenture, if any, thereto (as such indenture may be amended, restated, supplemented or otherwise modified from time to time). βInitial Budgetsβ has the meaning assigned to such term in Section 7.05(a) of this Agreement. βInitial Periodβ has the meaning assigned to such term in Section 7.05(a) of this Agreement. βInterest Rate Protection Agreementβ means a written agreement providing for βswapβ, βcapβ, βcollarβ or other interest rate protection with respect to any Indebtedness. βInternational Interestβ has the meaning given to such term in the Cape Town Convention. βInternational Registryβ means the registry established pursuant to the Cape Town Convention. βLossβ means any and all damage, loss, liability and expense (including reasonable legal fees, expenses and related charges and costs of investigation); provided, however, that the term βLossβ shall not include any indemnified partyβs management time or overhead expenses or any income taxes payable in respect of fees paid or payable. βMonthly Payment Periodβ has the meaning assigned to such term in Section 6.02(a) of Schedule 2.02(a) to this Agreement. βNet Incomeβ means, with respect to any fiscal period, the consolidated net income (or loss) of Xxxxxx and its Subsidiaries attributable to common shareholders for that period (after taxes), determined in accordance with GAAP, consistently applied, provided that βNet Incomeβ shall not take into account gains or losses resulting from changes in the fair market value of derivative instruments (within the meaning of SFAS 133). βNew Accountsβ has the meaning assigned to such term in Section 6.01(b) of Schedule 2.02(a) to this Agreement. βNotes Offeringβ has the meaning assigned to such term in Section 5.05 of this Agreement. βNotice Recipientsβ has the meaning assigned to such term in Section 10.02(c)(i) of this Agreement. 4 βOfficerβs Certificateβ means, as to any trust, a certificate of a trustee or an officer of the trustee of such trust; and as to any other Person, a certificate of an officer, director or manager of such Person. βOne Year Periodβ has the meaning assigned to such term in Section 7.05(a) of this Agreement. βOperating Budgetβ has the meaning assigned to such term in Section 7.05(a)(A) of this Agreement. βOther Assetsβ has the meaning assigned to such term in Section 3.02(a) of this Agreement. βOverhead Expensesβ has the meaning assigned to such term in Section 9.04(a) of this Agreement. βProspective International Interestβ has the meaning given to such term in the Cape Town Convention. βRent Based Feeβ has the meaning assigned to such term in Section 9.01 of this Agreement. βReplacement Servicerβ means a replacement servicer to perform some or all of the Services under this Agreement formerly performed by the Servicer, which is appointed in accordance with Section 10.03(c) of this Agreement. βSecurity Trust Agreementβ means the Security Trust Agreement dated as of the Initial Closing Date among, inter alios, WEST, the Security Trustee and the other parties thereto. βServiced Group Member Supplementβ means an agreement substantially in the form of Exhibit B to the Servicing Agreement. βServicer Conflicts Standardβ has the meaning assigned to such terms in Section 3.02(b) of this Agreement. βStandard of Careβ has the meaning assigned to such term in Section 3.01 of this Agreement. βServiced Groupβ means WEST and each Issuer Subsidiary that is a signatory to this Agreement or becomes a party to the Servicing Agreement from time to time pursuant to a Serviced Group Member Supplement (but only for so long as such Issuer Subsidiary remains a party hereto). βServicer Reportβ means a report that the Servicer is required to provide to WEST pursuant to Sections 8.01 and 8.02 of Schedule 2.02(a) to this Agreement. βServicer Termination Eventβ means any event listed in Section 10.02(b).

5 βServicesβ has the meaning assigned to such term in Section 2.02(a) of this Agreement. βServicing Feesβ has the meaning assigned to such term in Section 9.01 of this Agreement. βSFAS 133β means the Statement of Financial Account Standards 133, as issued by the Financial Accounting Standards Board. βStandard of Liabilityβ has the meaning assigned to such term in Section 3.03 of this Agreement. βTermination Noticeβ has the meaning assigned to such term in Section 10.02(c)(i) of this Agreement. βThird Party Claimβ means a claim by a third party arising out of a matter for which an indemnified party is entitled to be indemnified pursuant to Article 11 of this Agreement. βTransaction Approval Requirementsβ has the meaning assigned to such term in Section 7.06(d) of this Agreement. βWESTβ has the meaning assigned to such term in the preamble to this Agreement. βWESTβs brokerβ has the meaning assigned to such term in Section 1.03(i) of Schedule 2.02(a) to this Agreement. βWEST Liabilitiesβ means any obligations or liabilities of each Person within the Serviced Group (whether accrued, absolute, contingent, unasserted, known or unknown or otherwise). βYearβ means each twelve month period commencing on January 1 and ending on December 31. SCHEDULE 2.02(a) ASSET SERVICES This Schedule 2.02(a) is a part of, and shall be incorporated into the Servicing Agreement to which this Schedule 2.02(a) is attached (the βAgreementβ). The provision of the Services set forth in this Schedule 2.02(a) will be subject in all cases to such approval as may be required or such limitations as may be imposed pursuant to Section 7.06 of the Agreement and the provisions of this Schedule 2.02(a) shall be deemed to be so qualified. Unless otherwise defined herein, all capitalized terms used in this Schedule 2.02(a) have the meanings assigned to such terms in the Indenture. ARTICLE 1 LEASE SERVICES SECTION 1.01. Collections and Disbursements. In connection with each Lease of an Asset under which any Person within the Serviced Group is the lessor, the Servicer will: (a) invoice the Lessee (if contemplated by the applicable Lease) or otherwise arrange, on behalf of such Person, for all payments due from the Lessee, including Rental Payments, late payment charges and any payments in respect of Taxes and other payments (including technical, engineering, transportation, insurance and other charges) due under the relevant Lease, direct the Lessee to make such payments to such accounts as are required pursuant to the Indenture and take reasonable steps to enforce the rights and remedies of the Lessor under the Lease in the event of a nonpayment by the relevant due date; (b) review from time to time, as deemed necessary by the Servicer, the level of Usage Fees and other amounts payable under a Lease (to the extent that such Usage Fees and other amounts may be adjusted under the Lease) and propose to the relevant Lessee or make such adjustments to the Usage Fees and other amounts as are required or that the terms of the relevant Lease and practices that the Servicer believes are prevalent in the aircraft or Aircraft Engine operating lease market, as applicable; (c) maintain appropriate records regarding payments under the Leases; (d) subject to the terms of any applicable Asset Document, take such actions as are necessary to apply any payment of any type received from any Lessee on a basis consistent with the terms of such Asset Document, including at the direction of such Lessee to the extent authorized by such Asset Document or as otherwise reasonably determined by the Servicer, and, to the extent that any such payments are made to an account other than the account to which such payment should have been directed pursuant to such terms or direction, to take such further actions as are necessary to give effect to such terms or direction, as applicable; and (e) provide or arrange for the safekeeping and recording of any letters of credit, guarantees or other credit support (other than cash and cash equivalents) held as part of security deposits or Usage Fees and the timely renewal or drawing on or disbursement thereof as provided under the applicable Asset Document or otherwise in accordance with Section 1.06 of this Schedule 2.02(a). 2 SECTION 1.02. Maintenance. The Servicer will perform the following technical services relating to the maintenance of the Assets: (a) Monitor or arrange for the monitoring of, by technical consultants selected by the Servicer, the performance of maintenance obligations by Lessees under all Leases relating to the Assets by including the Assets in the Servicerβs technical audit program (which shall include, if deemed necessary based on the reasonable determination of the Servicer, inspection of each Asset and maintenance of a record of all written reports generated in connection with such inspections) consistent with practices employed from time to time by the Servicer and its Affiliates with respect to their own aircraft and Aircraft Engines; (b) Monitor and document the monthly usage of each Asset reported by the Lessee in accordance with the Asset Documents and provide a combined report of such usage to WEST, if requested; (c) [reserved]; (d) In connection with a termination or expiration of a Lease of an Asset under which any Person within the Serviced Group is the lessor: (i) arrange for the appropriate technical inspection of such Asset for the purpose of determining if the re-delivery conditions under the Lease have been satisfied; (ii) maintain a record of the return acceptance certificate and related written materials normally received and retained or generated by the Servicer in connection with such inspection and provide reasonable access to such certificates and written materials to the relevant Person within the Serviced Group; (iii) on the basis of the final inspection and available records, determine whether the Lessee has complied with the return condition and maintenance requirements of the applicable Lease; (iv) (A) determine whether the Lessee has satisfied the re-delivery conditions applicable to the Asset specified in the Lease and negotiate any modifications, repairs, refurbishments, inspections or overhauls to or compromises of such conditions that the Servicer deems reasonably necessary or appropriate, (B) negotiate and agree on any financial payment due from the Lessee or from the Lessor under the terms of the Lease; (C) determine the application of any available security deposits, Usage Fees or other payments under the Lease and (D) maintain a record of the satisfaction of such conditions and accept redelivery of the Asset; and (v) determine the need for and procure any maintenance or refurbishment of the Asset upon redelivery, including compliance with applicable airworthiness directives, service bulletins and other modifications in all cases which the Servicer may deem reasonably necessary or appropriate for the marketing of the Asset consistent with its own practice with respect to its own aircraft and Aircraft Engines; (e) Consider and, to the extent the Servicer deems reasonably necessary or appropriate, approve any Lessee-originated modification (including, any such modification in compliance with applicable airworthiness directives, service bulletins and other modifications 3 specified by an aircraft or an Aircraft Engine manufacturer) to any Asset submitted by any Lessee: (i) to the extent authorized by the terms of the relevant Lease; or (ii) which the Servicer reasonably determines would not result in a material diminution in value of the Asset; (f) Estimate the amount (if any) WEST is obliged to contribute pursuant to the provisions of a Lease (taking into account the amount of Usage Fees available with respect to such Lease and the receivables position of the related Lessee) to maintenance work performed, the cost of complying with any modification requirements, airworthiness directives and similar requirements; (g) Arrange appropriate storage and any required on-going maintenance of any Asset, at the expense of WEST, following termination of a Lease or any re-lease and redelivery of the Asset thereunder and prior to delivery of such Asset to a new lessee or purchaser, consistent with the Servicerβs own practice with respect to its own aircraft and Aircraft Engines; and (h) Determine the aggregate amount of the Maintenance and Modification Expenses that are due and payable on each Payment Date or reasonably expected by the Servicer to become due and payable before the next succeeding Payment Date and the Projected Maintenance Costs (as defined in the Indenture) for such Payment Date and the next five succeeding Payment Dates. The Servicer shall adjust the Maintenance Required Amount for each successive Payment Date, taking into account additional information as to actual and Projected Maintenance Costs and may re-allocate the accrual of Projected Maintenance Costs among such Payment Date and the next five succeeding Payment Dates. The Servicer shall generally provide the technical/maintenance advisory services set forth in this Section 1.02 of this Schedule 2.02(a) through the use of its own staff, consistent with the Servicerβs own practice with respect to its own aircraft and Aircraft Engines; provided that it shall utilize third parties to provide such technical/maintenance services where it shall deem appropriate as its own expense with regard to its normal business practices. SECTION 1.03. Insurance. (a) The Servicer will provide the following insurance services: (i) assist WEST in the appointment of an independent insurance broker to act for WEST (βWESTβs brokerβ), which broker may also be the broker to the Servicer; (ii) negotiate the insurance provisions of any proposed Lease or other agreement affecting any of the Assets, with such provisions to include such minimum coverage amounts with respect to hull and liability insurance as are consistent with the Servicerβs commercially reasonable practice with respect to its own aircraft and Aircraft Engines with any differences in such amounts to be notified to WEST by the Servicer; (iii) monitor the performance of the obligations of Lessees relating to insurance under Leases of any Assets and ensure that appropriate evidence of insurance exists with respect to any Asset and insurance and evidence of insurance is appropriately

Schedule 4.01(a) ASSETS None 1 Schedule 8.01 CONDITIONS TO EFFECTIVENESS 1. Each appendix, annex, exhibit or schedule to the Servicing Agreement shall have been completed, to the reasonable satisfaction of the Servicer and delivered with the Servicing Agreement, on the Initial Closing Date. 2. Each Person within the Serviced Group shall have executed and delivered to the Servicer a power of attorney contemplated by Section 13.08. 3. WEST and each other Person within the Serviced Group shall have delivered to the Servicer, in form and substance reasonably satisfactory to the Servicer: (A) an Officerβs Certificate dated the Initial Closing Date or, as applicable, the date such Person accedes to the Servicing Agreement pursuant to a Serviced Group Member Supplement, certifying as to: (1) the attached certificates of incorporation, corporate charter, memorandum and articles of association, memorandum of association, constitution, by- laws, bye-laws, certificate of trust, trust agreement and other constituent documents of such Person, recently certified, in the case of any such document filed with the secretary of state or similar Governmental Authority of the jurisdiction in which such Person is organized by such Governmental Authority; (2) the absence of amendments to any constituent document since the date of the last amendment (a) shown on the official evidence as to filed constituent documents furnished pursuant to (1) above if such official evidence is available and (b) in any event reflected in the constituent documents furnished pursuant to (1) above; (3) resolutions or other written evidence of corporate or trustee action of the Board and, if applicable, the shareholders of such Person duly authorizing or ratifying the execution, delivery and performance by such Person of the Servicing Agreement and the absence of any modification, amendment or revocation thereof or any other resolutions relating thereto; (4) the absence of proceedings for the dissolution, liquidation, receivership or similar proceedings with respect to such Person; (5) if applicable, its corporate seal; and (6) the incumbency and signatures of the individuals authorized to execute and deliver documents on such Personβs behalf; and (B) to the extent available from appropriate Governmental Authorities, recent official evidence from appropriate Governmental Authorities of appropriate jurisdictions as to constituent documents on file, good standing, payment of franchise taxes and qualification to do business in the jurisdiction in which such Person is organized. 2 4. WEST and each other Person within the Serviced Group shall have delivered to the Servicer an Officerβs Certificate dated the Initial Closing Date or, as applicable, the date such Person accedes to the Servicing Agreement pursuant to a Serviced Group Member Supplement, in form and substance reasonably satisfactory to the Servicer, stating that, to the knowledge of the signatory: (A) each representation and warranty of such Person contained in the Servicing Agreement is true and correct in all material respects as of such date; (B) such Person has duly performed and complied in all material respects with all covenants, agreements and conditions contained in the Servicing Agreement required to be performed or complied with by it on or before such date; and (C) no event has occurred and is continuing or condition exists or would result from the consummation of any transaction contemplated by the Servicing Agreement that constitutes, or with the giving of notice or lapse of time or both would constitute, a default in any material respect under the Servicing Agreement or a breach thereof or would give any party thereto the right to terminate, or not to perform any material obligation under, any thereof. 5. The Servicer shall have delivered to WEST, in form and substance reasonably satisfactory to WEST: (A) a certificate dated the Initial Closing Date of the secretary, any assistant secretary or other appropriate officer of the Servicer certifying as to: (1) the attached constituent documents of the Servicer, recently certified, in the case of any such document filed with the secretary of state or similar Governmental Authority of the jurisdiction in which the Servicer is organized by such Governmental Authority; (2) the absence of amendments to any constituent document since the date of the last amendment (a) shown on the official evidence as to filed constituent documents furnished pursuant to (1) above if such official evidence is available and (b) in any event reflected in the constituent documents furnished pursuant to (1) above; (3) resolutions or other written evidence of corporate action of the Servicer duly authorizing or ratifying the execution, delivery and performance by the Servicer of the Servicing Agreement and the absence of any modification, amendment or revocation thereof or any other resolutions relating thereto; (4) the absence of proceedings for the dissolution, liquidation, receivership or similar proceedings with respect to the Servicer; (5) if applicable, its corporate seal; (6) the incumbency and signatures of the individuals authorized to execute and deliver documents on the Servicerβs behalf; and (7) to the extent available from appropriate Governmental Authorities, recent official evidence from appropriate Governmental Authorities of appropriate 3 jurisdictions as to constituent documents on file, payment of franchise taxes and qualification to do business in the jurisdiction in which the Servicer is organized. 6. The Servicer shall have delivered to WEST an Officerβs Certificate dated the Initial Closing Date, in form and substance reasonably satisfactory to WEST, stating that, to the knowledge of the signatory: (A) each representation and warranty of the Servicer contained in the Servicing Agreement is true and correct in all material respects as of the Initial Closing Date; (B) the Servicer has duly performed and complied in all material respects with all covenants, agreements and conditions contained in the Servicing Agreement required to be performed or complied with by it on or before the Initial Closing Date; and (C) no event has occurred and is continuing or condition exists or would result from the consummation of any transaction contemplated by the Servicing Agreement that constitutes, or with the giving of notice or lapse of time or both would constitute, a default in any material respect under the Servicing Agreement by the Servicer or a breach thereof by the Servicer or would give any party thereto the right to terminate, or not to perform any material obligation under, the Servicing Agreement.