0001104659-09-056338 Sample Contracts

NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • September 25th, 2009 • Aar Corp • Aircraft & parts • Illinois

Subject to the provisions set forth herein and the terms and conditions of the AAR CORP. Stock Benefit Plan (“Plan”), the terms of which are hereby incorporated by reference, and in consideration of the agreements of the Grantee herein provided, AAR CORP., a Delaware corporation (“Company”), hereby grants to the Grantee an option entitling the Grantee to purchase from the Company common stock of the Company, par value $1.00 per share (“Common Stock”), in the number of shares at the purchase price per share, and on the schedule, set forth in the Company’s notification of option grant letter to Grantee dated and incorporated herein by reference (“Option”), subject to the terms and conditions set forth herein:

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Performance Restricted Stock Agreement
Performance Restricted Stock Agreement • September 25th, 2009 • Aar Corp • Aircraft & parts • Illinois

Subject to the provisions of the AAR CORP. Stock Benefit Plan (“Plan”), the terms of which are hereby incorporated by reference herein, and in consideration of the agreements of the Grantee herein provided, AAR CORP., a Delaware corporation (“Company”), hereby grants to the Grantee a performance restricted stock award (“Award”), effective (“Date of Award”), in the number of shares of common stock (“Common Stock”) of the Company, $1.00 par value (“Award Shares”) set forth in the Company’s Long-Term Performance Restricted Stock Award Program for FY and the Company’s award letter to the Grantee dated , subject to the forfeiture and nontransferability provisions hereof and the other terms and conditions set forth herein:

Director Restricted Stock Agreement
Director Restricted Stock Agreement • September 25th, 2009 • Aar Corp • Aircraft & parts • Illinois

Subject to the provisions of the AAR CORP. Stock Benefit Plan (“Plan”), the terms of which are hereby incorporated by reference herein, and in consideration of the agreements of the Grantee herein provided, AAR CORP. a Delaware corporation (“Company”), hereby grants to Grantee a restricted stock award (“Award”), effective (“Date of Award”), of shares of common stock (“Common Stock”) of the Company, $1.00 par value (“Award Shares”), subject to the forfeiture and nontransferability provisions hereof and the other terms and conditions set forth herein:

THIRD AMENDMENT TO LEASE AGREEMENT AAR AIRCRAFT SERVICES, INC. INDIANAPOLIS AIRPORT AUTHORITY
Lease Agreement • September 25th, 2009 • Aar Corp • Aircraft & parts

THIS THIRD AMENDMENT made and entered into the 16th day of May, 2008 by and between the Indianapolis Airport Authority, (hereinafter referred to as Authority) and AAR Aircraft Services, Inc. (hereinafter referred to as Tenant),

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