0001047469-06-000238 Sample Contracts

FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • January 9th, 2006 • Willis Lease Finance Corp • Wholesale-machinery, equipment & supplies • California

THIS FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") is entered into as of December 14, 2005 and amends in certain respects that Amended and Restated Credit Agreement, dated as of June 29, 2004, by and among WILLIS LEASE FINANCE CORPORATION, a Delaware corporation (the "Borrower"), each of the financial institutions that is, or pursuant to the terms thereof may become, a party as a Bank thereto (collectively, the "Banks"), NATIONAL CITY BANK, as Administrative Agent for the Banks (the "Administrative Agent"), and FORTIS BANK (NEDERLAND) N.V., as Structuring Agent and Security Agent for the Banks, as amended by that certain First Amendment to Amended and Restated Credit Agreement, dated as of September 24, 2004, that certain Second Amendment to Amended and Restated Credit Agreement, dated as of December 9, 2004, and that certain Third Amendment to Amended and Restated Credit Agreement and Waiver, dated as of November 11, 2005 (as so amended, the "Credit Agre

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SALE AND PURCHASE AGREEMENT (MSN 149) [Contract No. U0488] Dated as of December 9, 2005 between BOEING AIRCRAFT HOLDING COMPANY, as Seller and Wolf A340 LLC, as Buyer
Sale and Purchase Agreement • January 9th, 2006 • Willis Lease Finance Corp • Wholesale-machinery, equipment & supplies • New York

THIS SALE AND PURCHASE AGREEMENT (MSN 149) dated as of December 9, 2005 (this "Agreement") is by and between BOEING AIRCRAFT HOLDING COMPANY, a Delaware corporation (collectively with its assigns, affiliates, and successors, "Seller") and WOLF A340 LLC, a Delaware Limited Liability Company (collectively with its assigns, affiliates, and successors, "Buyer").

LIMITED LIABILITY COMPANY AGREEMENT OF WOLF A340 LLC a Delaware limited liability company Dated as of December 8, 2005
Limited Liability Company Agreement • January 9th, 2006 • Willis Lease Finance Corp • Wholesale-machinery, equipment & supplies • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT is made and entered into as of December 8, 2005, between OASIS INTERNATIONAL LEASING (USA), INC., a Washington corporation ("Oasis"), and WILLIS LEASE FINANCE CORPORATION, a Delaware corporation ("Willis"), as the Initial Members. Certain capitalized terms are defined in Section 1.1 hereof.

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