AMENDED AND RESTATED CONTRIBUTION AND SALE AGREEMENT*Contribution and Sale Agreement • March 14th, 2003 • Willis Lease Finance Corp • Wholesale-machinery, equipment & supplies • New York
THIS AMENDED AND RESTATED CONTRIBUTION AND SALE AGREEMENT, dated as of December 13, 2002 (this “Agreement”), is entered into between WILLIS LEASE FINANCE CORPORATION (the “Seller”), a company organized and existing under the laws of Delaware located at 2320 Marinship Way, Suite 300, Sausalito, California 94965 and WILLIS ENGINE FUNDING LLC (the “Issuer”), a limited liability company organized and existing under the laws of Delaware located at 2320 Marinship Way, Suite 300, Sausalito, California 94965.
AMENDED AND RESTATED GUARANTYGuaranty • March 14th, 2003 • Willis Lease Finance Corp • Wholesale-machinery, equipment & supplies • New York
This AMENDED AND RESTATED GUARANTY (this “Guaranty”) dated as of December 13, 2002 is made by WILLIS LEASE FINANCE CORPORATION, a Delaware corporation (together with its successors and assigns, the “Guarantor”), in favor of BARCLAYS BANK PLC, a public limited company organized under the law of England and Wales, in its capacity as Deal Agent (as defined below) and as a Class B Purchaser (as defined below), and FORTIS BANK (NEDERLAND) N.V., in its capacity as a Class B Purchaser (as defined below).
WILLIS LEASE FINANCE CORPORATION AND WILLIS ENGINE FUNDING LLC AMENDED AND RESTATED SERVICING AGREEMENT Dated as of December 13, 2002Servicing Agreement • March 14th, 2003 • Willis Lease Finance Corp • Wholesale-machinery, equipment & supplies • New York
This Amended and Restated Servicing Agreement, dated as of December 13, 2002 (the “Agreement”) is entered into by and between Willis Lease Finance Corporation (the “Servicer”) and Willis Engine Funding LLC (the “Issuer”).
WILLIS ENGINE FUNDING LLC * IssuerAircraft Engine Lease Agreement • March 14th, 2003 • Willis Lease Finance Corp • Wholesale-machinery, equipment & supplies • New York
AMENDED AND RESTATED SERIES 2002–1 SUPPLEMENT, dated as of December 13, 2002 (the “Supplement” or the “Series 2002-1 Supplement”), between Willis Engine Funding LLC, a limited liability company organized and existing under the laws of the State of Delaware (the “Issuer”), and The Bank of New York, a New York banking corporation, as Indenture Trustee (the “Indenture Trustee”).
SUBCLASS A-2 NOTE PURCHASE AGREEMENT among WILLIS ENGINE FUNDING LLC, as Issuer WILLIS LEASE FINANCE CORPORATION, as Servicer SHEFFIELD RECEIVABLES CORPORATION, as Subclass A-2 Note Purchaser and BARCLAYS BANK PLC, as Purchaser’s Agent dated as of...Note Purchase Agreement • March 14th, 2003 • Willis Lease Finance Corp • Wholesale-machinery, equipment & supplies • New York
SUBCLASS A-2 NOTE PURCHASE AGREEMENT (“Subclass A-2 Note Purchase Agreement”) dated as of December 13, 2002, among WILLIS ENGINE FUNDING LLC (the “Issuer”), WILLIS LEASE FINANCE CORPORATION (the “Servicer”), SHEFFIELD RECEIVABLES CORPORATION, as a Subclass A-2 Note Purchaser (the “Subclass A-2 Note Purchaser”), and BARCLAYS BANK PLC, as the Purchaser’s Agent (in such capacity, the “Purchaser’s Agent”).
AMENDED AND RESTATED SUBCLASS B-1 NOTE PURCHASE AGREEMENT among WILLIS ENGINE FUNDING LLC, as Issuer WILLIS LEASE FINANCE CORPORATION, as Servicer FORTIS BANK (NEDERLAND) N.V., as a Subclass B-1 Note Purchaser and BARCLAYS BANK PLC, as a Subclass B-1...Note Purchase Agreement • March 14th, 2003 • Willis Lease Finance Corp • Wholesale-machinery, equipment & supplies • New York
AMENDED AND RESTATED SUBCLASS B-1 NOTE PURCHASE AGREEMENT (“Subclass B-1 Note Purchase Agreement”) dated as of December 13, 2002, among WILLIS ENGINE FUNDING LLC (the “Issuer”), WILLIS LEASE FINANCE CORPORATION (the “Servicer”), FORTIS BANK (NEDERLAND) N.V. (a “Subclass B-1 Note Purchaser”) and BARCLAYS BANK PLC, as a Subclass B-1 Note Purchaser (in such capacity, a “Subclass B-1 Note Purchaser” and, together with Fortis Bank (Nederland) N.V., the “Subclass B-1 Note Purchasers”) and as the Purchasers’ Agent (in such capacity, the “Purchasers’ Agent”).
AMENDED AND RESTATED ADMINISTRATION AGREEMENT* among WILLIS ENGINE FUNDING LLC, as Issuer, WILLIS LEASE FINANCE CORPORATION, as Servicer BARCLAYS BANK PLC, as Administrative Agent and THE BANK OF NEW YORK, as Indenture Trustee Dated as of December 13,...Administration Agreement • March 14th, 2003 • Willis Lease Finance Corp • Wholesale-machinery, equipment & supplies • New York
This AMENDED AND RESTATED ADMINISTRATION AGREEMENT, dated as of December 13, 2002 (the “Agreement”), among WILLIS ENGINE FUNDING LLC, a Delaware limited liability company (the “Issuer”), WILLIS LEASE FINANCE CORPORATION, a Delaware corporation (the “Servicer”), BARCLAYS BANK PLC (the “Administrative Agent”) and THE BANK OF NEW YORK, a New York banking corporation, as Indenture Trustee (the “Indenture Trustee”).
AMENDED AND RESTATED SUBCLASS A-1 NOTE PURCHASE AGREEMENT among WILLIS ENGINE FUNDING LLC, as Issuer WILLIS LEASE FINANCE CORPORATION, as Servicer SHEFFIELD RECEIVABLES CORPORATION, as Subclass A-1 Note Purchaser and BARCLAYS BANK PLC, as Purchaser’s...Note Purchase Agreement • March 14th, 2003 • Willis Lease Finance Corp • Wholesale-machinery, equipment & supplies • New York
AMENDED AND RESTATED SUBCLASS A-1 NOTE PURCHASE AGREEMENT (“Subclass A-1 Note Purchase Agreement”) dated as of December 13, 2002, among WILLIS ENGINE FUNDING LLC (the “Issuer”), WILLIS LEASE FINANCE CORPORATION (the “Servicer”), SHEFFIELD RECEIVABLES CORPORATION (the “Subclass A-1 Note Purchaser”) and BARCLAYS BANK PLC, as the Purchaser’s Agent (in such capacity, the “Purchaser’s Agent”).
SUBCLASS B-2 NOTE PURCHASE AGREEMENT among WILLIS ENGINE FUNDING LLC, as Issuer WILLIS LEASE FINANCE CORPORATION, as Servicer and BARCLAYS BANK PLC, as Subclass B-2 Note Purchaser and as Purchaser’s Agent dated as of December 13, 2002Note Purchase Agreement • March 14th, 2003 • Willis Lease Finance Corp • Wholesale-machinery, equipment & supplies • New York
SUBCLASS B-2 NOTE PURCHASE AGREEMENT (“Subclass B-2 Note Purchase Agreement”) dated as of December 13, 2002, among WILLIS ENGINE FUNDING LLC (the “Issuer”), WILLIS LEASE FINANCE CORPORATION (the “Servicer”), and BARCLAYS BANK PLC, as a Subclass B-2 Note Purchaser (in such capacity, a “Subclass B-2 Note Purchaser”) and as the Purchaser’s Agent (in such capacity, the “Purchaser’s Agent”).
