0001104659-12-067322 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 3rd, 2012 • Air Lease Corp • Services-equipment rental & leasing, nec • New York

This REGISTRATION RIGHTS AGREEMENT, dated October 3, 2012 (this “Agreement”), is entered into by and between Air Lease Corporation, a Delaware corporation (the “Company”), and J.P. Morgan Securities LLC (“J.P. Morgan”), for itself and on behalf of the initial purchaser listed in Schedule 1 to the Purchase Agreement (defined below) (collectively and together with J.P. Morgan, the “Initial Purchaser”).

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FIRST SUPPLEMENTAL INDENTURE
First Supplemental Indenture • October 3rd, 2012 • Air Lease Corp • Services-equipment rental & leasing, nec • New York

This First Supplemental Indenture, dated as of October 3, 2012 (this “Supplemental Indenture”), is between Air Lease Corporation, a Delaware corporation (the “Issuer”), and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”).

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