0001567619-17-000447 Sample Contracts

GUARANTY [FLY 2016A WAREHOUSE]
Fly Leasing LTD • March 15th, 2017 • Services-miscellaneous equipment rental & leasing • New York
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Fee Rebate Side Letter
Fly Leasing LTD • March 15th, 2017 • Services-miscellaneous equipment rental & leasing • New York

Reference is made to the Administrative Services Agreement, dated as of October 2, 2007 (as amended and supplemented from time to time, the “Administrative Services Agreement”), by and among, inter alios, BABCOCK & BROWN AIR FUNDING I LIMITED, a limited liability company incorporated under the laws of Bermuda (the “Company”), FLY LEASING MANAGEMENT CO. LIMITED (formerly known as Babcock & Brown Air Management Co. Limited), in its capacity as administrative agent (the “Administrative Agent”), DEUTSCHE BANK TRUST COMPANY AMERICAS, in its capacity as trustee and security trustee, and AMBAC ASSURANCE CORPORATION, a Wisconsin stock insurance company (the “Policy Provider”). Capitalized terms used but not defined herein are used with the meanings assigned to them in the Administrative Services Agreement.

THIRD AMENDMENT TO AMENDED AND RESTATED FLY LEASING LIMITED MANAGEMENT AGREEMENT
Management Agreement • March 15th, 2017 • Fly Leasing LTD • Services-miscellaneous equipment rental & leasing

Amendment (this “Amendment”), dated as of February 1, 2017, to that certain Amended and Restated Fly Leasing Limited Management Agreement, dated as of December 28, 2012, by and among Fly Leasing Limited, a Bermuda exempted company (the “Company”), and Fly Leasing Management Co. Limited, a Bermuda exempted company (the “Manager”), as amended by the First Amendment to Amended and Restated Fly Leasing Limited Management Agreement, dated as of June 19, 2015, and the Second Amendment to Amended and Restated Fly Leasing Limited Management Agreement, dated as of July 27, 2016 (as amended, the “Agreement”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Agreement.

AMENDMENT NO. 3 TO SERVICING AGREEMENT
Servicing Agreement • March 15th, 2017 • Fly Leasing LTD • Services-miscellaneous equipment rental & leasing • New York

THIS AMENDMENT NO. 3 TO SERVICING AGREEMENT, dated as of February 1, 2017 (this “Amendment”), amends the Servicing Agreement dated as of October 2, 2007 (as amended and supplemented from time to time, the “Servicing Agreement”), by and among, BBAM AIRCRAFT MANAGEMENT LP (formerly known as Babcock & Brown Aircraft Management LLC), a Delaware limited partnership (“BBAM”), BBAM AIRCRAFT MANAGEMENT (EUROPE) LIMITED (formerly known as Babcock & Brown Aircraft Management (Europe) Limited), a company incorporated under the laws of Ireland (“BBAM (Ireland)” and together with BBAM, the “Servicer”), BABCOCK & BROWN AIR FUNDING I LIMITED, a limited liability company incorporated under the laws of Bermuda (the “Company”), and AMBAC ASSURANCE CORPORATION, a Wisconsin stock insurance company (the “Policy Provider”). Unless otherwise defined in or amended by the terms of this Amendment, capitalized terms used in this Amendment shall have the meanings assigned in the Servicing Agreement.

SERVICING AGREEMENT (msn(s) [ ])
Servicing Agreement • March 15th, 2017 • Fly Leasing LTD • Services-miscellaneous equipment rental & leasing • New York

THIS SERVICING AGREEMENT dated as of [____________] (this “Agreement”), is among BBAM US LP, a Delaware limited partnership (“BBAM”), BBAM AVIATION SERVICES LIMITED, a company incorporated under the laws of Ireland (“BBAM Ireland” and together with BBAM, the “Servicers,” each a “Servicer”) and [ENTITY NAME], a [______] company (the “Company”).

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