0001193125-03-009750 Sample Contracts

INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • June 13th, 2003 • Aviall Inc • Wholesale-machinery, equipment & supplies • New York

This INVESTOR RIGHTS AGREEMENT, dated as of June 12, 2003, is entered into by and among, Aviall, Inc., a Delaware corporation (the “Company”), Carlyle Partners III, L.P., a Delaware limited partnership (“CPIII”), CP III Coinvestment, L.P., a Delaware limited partnership (“Coinvestment”), Carlyle High Yield Partners, L.P., a Delaware limited partnership (“CHYP”), and Carlyle-Aviall Partners II, L.P., a Delaware limited partnership (“Carlyle-Aviall” and, together, with CPIII, Coinvestment and CHYP, the “Investors”).

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