EXTENSION AGREEMENT
Exhibit 10.2
Execution Version
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JPMorgan Chase Bank, N.A., |
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as Administrative | ||
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Agent under the Credit Agreement | ||
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referred to below | ||
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Loan & Agency Group |
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000 Xxxxxxx Xxxxxxxxxx 0/Xxx0 |
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Xxxxxx, XX 00000 |
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Attention: Xxxxx Xxxxxxxxx |
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With a copy to: |
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JPMorgan Chase Bank, N.A. |
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000 Xxxxxxx Xxxxxx, 00xx Xxxxx |
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Xxx Xxxx, XX 00000 |
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Attention: Xxxxxxx Xxxxxx |
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Ladies and Gentlemen:
Each undersigned Lender hereby agrees to extend, effective June 1, 2015 (the “Extension Effective Date”), its Termination Date under the Second Amended and Restated Credit Agreement, dated as of May 5, 2014, among Air Lease Corporation, the several banks and other financial institutions or entities from time to time parties thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”) for one year to May 5, 2019 pursuant to Section 2.1(g) of the Credit Agreement. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement.
This Extension Agreement shall be governed by, and construed and interpreted in accordance with, the law of the State of New York. This Extension Agreement may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument.
[Remainder of page intentionally left blank.]
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JPMORGAN CHASE BANK, N.A., as a Lender | |
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By: |
/s/ Xxxxxxx X. Xxxxxx |
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Title: Managing Director | |
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Name: Xxxxxxx X. Xxxxxx | |
[Signature Page to Extension Agreement]
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Mizuho Bank, Ltd., as a Lender | |
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By: |
/s/ Xxxxx XxXxxxxxxxx |
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Title: Xxxxx XxXxxxxxxxx | |
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Name: Authorized Signatory | |
[Signature Page to Extension Agreement]
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Sun Trust Bank as a Lender | |
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By: |
/s/ Xxxx Xxxxxxx |
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Title: Vice President | |
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Name: Xxxx Xxxxxxx | |
[Signature Page to Extension Agreement]
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BMO XXXXXX BANK N.A. as a Lender | |
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By: |
/s/ Xxxxxxxxx Xxxxxxxx |
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Title: Xxxxxxxxx Xxxxxxxx | |
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Name: Director | |
[Signature Page to Extension Agreement]
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Citibank, N.A., as a Lender | |
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By: |
/s/ Xxxxxxx X. Xxxxxxx |
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Title: Xxxxxxx X. Xxxxxxx | |
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Name: Vice President | |
[Signature Page to Extension Agreement]
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FIFTH THIRD BANK, as a Lender | |
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By: |
/s/ Xxxx Xxxxxxxxx |
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Title: Xxxx Xxxxxxxxx | |
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Name: Vice President | |
[Signature Page to Extension Agreement]
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ROYAL BANK OF CANADA, as a Lender | |
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By: |
/s/ Xxxxx Xxxx |
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Title: Authorized Signatory | |
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Name: Xxxxx Xxxx | |
[Signature Page to Extension Agreement]
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Bank of America, N.A., as a Lender | |
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By: |
/s/ Xxxxx Xxxxxxx |
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Title: Director | |
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Name: Xxxxx Xxxxxxx | |
[Signature Page to Extension Agreement]
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Xxxxx Fargo Bank, N.A., as a Lender | |
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By: |
/s/ Will Eustis |
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Title: Will Eustis | |
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Name: Director | |
[Signature Page to Extension Agreement]
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Santander Bank, N.A., as a Lender | |
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By: |
/s/ Xxxxxx X’Xxxxxx |
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Title: Managing Director | |
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Name: Xxxxxx X’Xxxxxx | |
[Signature Page to Extension Agreement]
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MUFG Union Bank, N.A., as a Lender | |
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By: |
/s/ Xxxxx Xxxx |
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Name: Xxxxx Xxxx | |
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Title: Vice President | |
[Signature Page to Extension Agreement]
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CREDIT SUISSE AG, NEW YORK BRANCH, as a Lender | |
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By: |
/s/ Xxxxxxx X’Xxxx |
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Name: Xxxxxxx X’Xxxx | |
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Title: Authorized Signatory | |
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By: |
/s/ Xxxx Xxxxx |
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Name: Xxxx Xxxxx | |
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Title: Authorized Signatory | |
[Signature Page to Extension Agreement]
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Commonwealth Bank of Australia, as a Lender | |
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By: |
/s/ Xxxxx X. Xxxxxx |
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Title: Xxxxx X. Xxxxxx | |
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Name: Head of Americas Origination | |
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Structured Asset Finance | |
[Signature Page to Extension Agreement]
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DEUTSCHE BANK AG NEW YORK BRANCH, as a Lender | |
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By: |
/s/ Xxxxxxxx Xxxxxxx |
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Name: Xxxxxxxx Xxxxxxx | |
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Title: Vice President | |
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By: |
/s/ Xxxx X. Xxx |
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Name: Xxxx X. Xxx | |
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Title: Vice President | |
[Signature Page to Extension Agreement]
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Xxxxxx Xxxxxxx Senior Funding, Inc., as a Lender | |
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By: |
/s/ Xxxxxxx Xxxx |
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Title: Xxxxxxx Xxxx | |
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Name: Vice President | |
[Signature Page to Extension Agreement]
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Xxxxxx Xxxxxxx Bank, N.A., as a Lender | |
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By: |
/s/ Xxxxxxx Xxxx |
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Title: Xxxxxxx Xxxx | |
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Name: Authorized Signatory | |
[Signature Page to Extension Agreement]
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BNP PARIBAS, as a Lender | |
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By: |
/s/ Xxxx Xxxxxxx |
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Title: Xxxx Xxxxxxx | |
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Name: Managing Director | |
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By: |
/s/ Xxxxxx Xxxxx |
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Title: Xxxxxx Xxxxx | |
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Name: Director | |
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Transportation Group-Aviation Finance | |
[Signature Page to Extension Agreement]
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CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as a Lender | |
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By: |
/s/ Xxxxxxx Xxxxxxxxx |
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Title: Xxxxxxx Xxxxxxxxx | |
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Name: Vice President | |
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By: |
/s/ Xxxxxx Xxxx |
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Title: Xxxxxx Xxxx | |
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Name: Director | |
[Signature Page to Extension Agreement]
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DBS Bank Ltd., as a Lender | |
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By: |
/s/ Ong Sie Wei |
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Title: Senior Vice President | |
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Name: Ong Sie Wei | |
[Signature Page to Extension Agreement]
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U.S. Bank, National Association, as a Lender | |
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By: |
/s/ Xxxx X. Xxxxxxx |
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Title: Vice President | |
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Name: Xxxx X. Xxxxxxx | |
[Signature Page to Extension Agreement]
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Bank of the West, as a Lender | |
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By: |
/s/ Xxxxx X. Xxxxxx |
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Title: Xxxxx X. Xxxxxx | |
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Name: Director | |
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By: |
/s/ Xxxxxx Xxxxxx |
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Title: Xxxxxx Xxxxxx | |
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Name: Managing Director | |
[Signature Page to Extension Agreement]
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Apple Bank for Savings, as a Lender | |
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By: |
/s/ Xxxxxxxx Xxxxx |
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Title: Senior Vice President | |
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Name: Xxxxxxxx Xxxxx | |
[Signature Page to Extension Agreement]
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City National Bank, as a Lender | |
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By: |
/s/ Xxxx Xx |
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Title: Xxxx Xx | |
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Name: Vice President | |
[Signature Page to Extension Agreement]
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Mega International Commercial Bank Co., Ltd New York Branch, as a Lender | |
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By: |
/s/ Xxxxxx Xxxx |
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Title: VP & Deputy GM | |
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Name: Xxxxxx Xxxx | |
[Signature Page to Extension Agreement]
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East West Bank, as a Lender | |
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By: |
/s/ Xxxxx Xxxx |
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Title: Director of Syndications | |
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Name: Xxxxx Xxxx | |
[Signature Page to Extension Agreement]
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One West Bank N.A., as Lender | |
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By: |
/s/ Xxxx Xxxxxxx |
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Title: EVP | |
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Name: Xxxx Xxxxxxx | |
[Signature Page to Extension Agreement]
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United Bank as a Lender | |
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By: |
/s/ Xxxxx X. Xxxxxxx |
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Title: EVP, Head of Wholesale Banking | |
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Name: Xxxxx X. Xxxxxxx | |
[Signature Page to Extension Agreement]
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Agreed and Accepted: |
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JPMORGAN CHASE BANK, N.A., |
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as Administrative Agent |
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By: |
/s/ Xxxxxxx X. Xxxxxx |
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Title: Managing Director |
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Name: Xxxxxxx X. Xxxxxx |
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Agreed and Accepted:
Pursuant to the requirements of Section 2.1(g) of the Credit Agreement, we hereby confirm that:
(a) The representations and warranties of the Borrower set forth in each of the Loan Documents to which it is a party or which are contained in any notice or certificate delivered in connection therewith are true and correct in all material respects (provided that any representation or warranty that is qualified by materiality shall be true and correct in all respects) on and as of the Extension Effective Date, as if made on and as of each such date, except to the extent such representations and warranties expressly relate to an earlier date, in which case such representations and warranties were true and correct in all material respects (provided that any representation or warranty that is qualified by materiality shall be true and correct in all respects) as of such earlier date; and
(b) No Default or Event of Default has occurred and is continuing as of the Extension Effective Date.
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AIR LEASE CORPORATION |
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By: |
/s/ Xxxxxxx X. Xxxxxx |
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Title: Senior Vice President & Chief Financial Officer |
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Name: Xxxxxxx X. Xxxxxx |
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