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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/14/20 Air Lease Corp 10-K 12/31/19 86:17M Toppan Merrill Bridge/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 2.22M
2: EX-4.1 Instrument Defining the Rights of Security Holders HTML 106K
7: EX-10.107 Material Contract HTML 53K
8: EX-10.108 Material Contract HTML 236K
9: EX-10.117 Material Contract HTML 58K
10: EX-10.118 Material Contract HTML 69K
11: EX-10.120 Material Contract HTML 39K
12: EX-10.121 Material Contract HTML 49K
13: EX-10.122 Material Contract HTML 44K
14: EX-10.123 Material Contract HTML 47K
15: EX-10.124 Material Contract HTML 587K
16: EX-10.148 Material Contract HTML 33K
3: EX-10.28 Material Contract HTML 39K
4: EX-10.43 Material Contract HTML 458K
5: EX-10.56 Material Contract HTML 80K
6: EX-10.82 Material Contract HTML 298K
17: EX-21.1 Subsidiaries List HTML 25K
18: EX-23.1 Consent of Experts or Counsel HTML 24K
19: EX-31.1 Certification -- §302 - SOA'02 HTML 30K
20: EX-31.2 Certification -- §302 - SOA'02 HTML 31K
21: EX-32.1 Certification -- §906 - SOA'02 HTML 26K
22: EX-32.2 Certification -- §906 - SOA'02 HTML 27K
80: R1 Document and Entity Information HTML 88K
44: R2 Consolidated Balance Sheets HTML 90K
35: R3 Consolidated Balance Sheets (Parenthetical) HTML 50K
57: R4 Consolidated Statements of Income and HTML 112K
Comprehensive Income
82: R5 Consolidated Statements of Shareholders' Equity HTML 77K
46: R6 Consolidated Statement of Shareholders' Equity HTML 25K
(Parenthetical)
37: R7 Consolidated Statements of Cash Flows HTML 123K
58: R8 Consolidated Statements of Cash Flows HTML 25K
(Parenthetical)
77: R9 Summary of Significant Accounting Policies HTML 76K
34: R10 Debt Financing HTML 86K
42: R11 Interest Expense HTML 43K
84: R12 Shareholders' Equity HTML 34K
62: R13 Rental Income HTML 99K
33: R14 Concentration of Risk HTML 136K
41: R15 Income Taxes HTML 114K
83: R16 Commitments and Contingencies HTML 83K
60: R17 Net Earnings Per Share HTML 74K
32: R18 Fair Value Measurements HTML 30K
43: R19 Stock-based Compensation HTML 116K
74: R20 Aircraft under management HTML 29K
69: R21 Flight Equipment Held for Sale HTML 25K
31: R22 Quarterly Financial Data (Unaudited) HTML 76K
52: R23 Subsequent Events HTML 25K
73: R24 Summary of Significant Accounting Policies HTML 115K
(Policies)
68: R25 Summary of Significant Accounting Policies HTML 33K
(Tables)
30: R26 Debt Financing (Tables) HTML 72K
51: R27 Interest Expense (Tables) HTML 43K
75: R28 Rental Income (Tables) HTML 98K
67: R29 Concentration of Risk (Tables) HTML 144K
53: R30 Income Taxes (Tables) HTML 112K
79: R31 Commitments and Contingencies (Tables) HTML 78K
45: R32 Net Earnings Per Share (Tables) HTML 72K
36: R33 Stock-based Compensation (Tables) HTML 112K
56: R34 Quarterly Financial Data (Unaudited) (Tables) HTML 75K
81: R35 Summary of Significant Accounting Policies HTML 92K
(Details)
47: R36 Debt Financing (Details) HTML 220K
38: R37 Debt Financing - Maturities of Debt (Details) HTML 44K
59: R38 Interest Expense (Details) HTML 35K
78: R39 Shareholders' Equity (Details) HTML 114K
64: R40 Shareholders' Equity Preferred stock (Details) HTML 81K
71: R41 Rental Income (Details) HTML 115K
49: R42 Concentration of Risk (Details) HTML 103K
28: R43 Income Taxes (Details) HTML 126K
65: R44 Commitments and Contingencies (Details) HTML 116K
72: R45 Net Earnings Per Share (Details) HTML 82K
50: R46 Fair Value Measurements - Assets and Liabilities HTML 34K
Recurring and Non-recurring (Details)
29: R47 Fair Value Measurements - Debt Financing (Details) HTML 28K
66: R48 Stock-based Compensation - Stock Options (Details) HTML 124K
70: R49 Stock-based Compensation - Stock Option Exercise HTML 53K
Price (Details)
86: R50 Stock-based Compensation - Restricted Stock HTML 69K
(Details)
63: R51 Aircraft under management (Details) HTML 57K
39: R52 Flight Equipment held for sale (Details) HTML 32K
48: R53 Quarterly Financial Data (Unaudited) (Details) HTML 50K
85: R54 Subsequent Events (Details) HTML 33K
61: XML IDEA XML File -- Filing Summary XML 128K
55: XML XBRL Instance -- al-20191231x10k1d2204_htm XML 2.73M
76: EXCEL IDEA Workbook of Financial Reports XLSX 91K
24: EX-101.CAL XBRL Calculations -- al-20191231_cal XML 210K
25: EX-101.DEF XBRL Definitions -- al-20191231_def XML 787K
26: EX-101.LAB XBRL Labels -- al-20191231_lab XML 1.66M
27: EX-101.PRE XBRL Presentations -- al-20191231_pre XML 1.09M
23: EX-101.SCH XBRL Schema -- al-20191231 XSD 192K
54: JSON XBRL Instance as JSON Data -- MetaLinks 367± 565K
40: ZIP XBRL Zipped Folder -- 0001558370-20-000836-xbrl Zip 688K
| al_Ex_10_118 |
EXHIBIT 10.118
CERTAIN IDENTIFIED INFORMATION MARKED BY [*] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED
AMENDMENT N°9
TO THE
A330-900neo PURCHASE AGREEMENT
BETWEEN
AIRBUS S.A.S.
as Seller
and
AIR LEASE CORPORATION
As Buyer
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Amendment Nº9 to the ALC A330-900neo Purchase Agreement |
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Ref. CLC – CT1909530 – Execution Version |
Page 1/9 |
AMENDMENT N° 9 TO THE
A330-900neo PURCHASE AGREEMENT
This amendment n°9 (the “Amendment N°9”) dated 20 December 2019 is made
BETWEEN:
AIRBUS S.A.S., a French société par actions simplifiée, with its registered office at 2, rond-point Emile Dewoitine, 31700 Blagnac, France, registered with the Commercial and Companies Register of Toulouse under number 383 474 814 (the “Seller”),
and
AIR LEASE CORPORATION, a corporation organised and existing under the laws of the State of Delaware, U.S.A., having its principal place of business at 2000 Avenue of the Stars, Suite 1000N, Los Angeles, California 90067, U.S.A. (the “Buyer”).
The Buyer and the Seller together are referred to as the “Parties” and individually as the “Party”.
WHEREAS:
A. On 03 March 2015, the Buyer and the Seller entered into a purchase agreement with reference CLC-CT1405166 for the manufacture and sale by the Seller and purchase by the Buyer of twenty-five (25) A330-900neo aircraft hereinafter together with its Exhibits and Letter Agreements referred to as the “Purchase Agreement”.
B. On 01 May 2016, the Buyer and the Seller entered into Amendment N°1 to the Purchase Agreement with reference CLC-CT1614983 whereby the Buyer [*].
C. On 19 June 2017, the Buyer and the Seller entered into Amendment N°2 to the Purchase Agreement with reference CLC-CT1702508 for the manufacture and sale by the Seller and purchase by the Buyer of two (2) incremental A330-900neo Aircraft.
D. On 02 October 2017, the Buyer and the Seller entered into Amendment N°3 to the Purchase Agreement with reference CLC-CT1705177 in order to [*].
E. On 27 December 2017, the Buyer and the Seller entered into Amendment N°4 to the Purchase Agreement with reference CLC-CT1709653 for the manufacture and sale by the Seller and purchase by the Buyer of two (2) incremental A330-900neo Aircraft.
F. On 31 December 2018, the Buyer and the Seller entered into Amendment N°5 to the Purchase Agreement with reference CLC-CT1709653 in order [*].
G. On 27 February 2019, the Buyer and the Seller entered into Amendment N°6 to the Purchase Agreement with reference CLC-CT1901550 in order to [*].
H. On 08 August 2019, the Buyer and the Seller entered into Amendment N°7 to the Purchase Agreement with reference CT1902127 in order to [*].
I. On 18th October 2019, the Buyer and the Seller entered into Amendment N°8 to the Purchase Agreement with reference CT1905423 in order to [*].
The Purchase Agreement, as amended and supplemented pursuant to the foregoing being referred to as the “Agreement”.
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Amendment Nº9 to the ALC A330-900neo Purchase Agreement |
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Ref. CLC – CT1909530 – Execution Version |
Page 2/9 |
J. The Parties now wish to enter into this Amendment N°9 in order to [*].
[*], the Buyer and the Seller shall enter into:
- an amendment N°12 to the A350 Agreement dated as of even date herewith to provide for the purchase of one (1) A350-900 aircraft (the “A350 Amendment”); and
- an amendment N°25 to the A320 NEO Agreement dated as of even date herewith to provide for the purchase of twenty-five (25) A321 NEO Aircraft and twenty-seven (27) A321 XLR aircraft (the “A321 Amendment”); and
The terms “herein”, “hereof” and “hereunder” and words of similar import refer to this Amendment N°9. Capitalized terms used herein and not otherwise defined herein will have the meanings assigned thereto in the Agreement.
NOW IT IS HEREBY AGREED AS FOLLOWS:
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Amendment Nº9 to the ALC A330-900neo Purchase Agreement |
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Ref. CLC – CT1909530 – Execution Version |
Page 3/9 |
1. [*]
2. [*]
3. SUPPORT / TRAINING MATTERS
3.1 [*]
3.2 Amended Support Allowances
The Buyer and the Seller hereby agree that Appendix A to Clause 16 of the Agreement shall be deleted in its entirety and replaced as follows:
QUOTE
APPENDIX "A" TO CLAUSE 16
TRAINING ALLOWANCE
For the avoidance of doubt, all quantities indicated below are the total quantities granted for the whole of the Buyer’s fleet twenty-three Aircraft firmly ordered unless otherwise specified. In the event that the Agreement is terminated in respect of any Aircraft, then the aggregate support allocations specified in this Appendix A and which are not specified on a per Aircraft basis, shall be reduced on a pro-rata basis by the ratio of the number of terminated Aircraft to the total number of Aircraft pursuant to the Agreement (it being understood that such reduction shall be rounded to the nearest whole number, if applicable).
The contractual training courses defined in this Appendix A will be provided [*].
Notwithstanding the above, flight operations training courses granted per firmly ordered Aircraft in this Appendix A will be provided by the Seller within a period [*].
Any deviation to said training delivery schedule will be mutually agreed between the Buyer and the Seller.
1 FLIGHT OPERATIONS TRAINING
1.1 Flight Crew Training (standard transition course)
The Seller will provide [*] per firmly ordered Aircraft.
1.2 Extended Range For Twin Engine Aircraft Operations (ETOPS) Training
The Seller will provide [*] ETOPS training for [*] per ordered Aircraft.
1.3 Flight Crew Line Initial Operating Experience
The Seller will provide to the Buyer [*] in total for the fleet of twenty-three (23) Aircraft. This allocation will be further assigned by the Buyer on a pro-rata basis to each of the Initial Operators.
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Amendment Nº9 to the ALC A330-900neo Purchase Agreement |
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Ref. CLC – CT1909530 – Execution Version |
Page 4/9 |
Unless otherwise agreed during the Training Conference, in order to follow the Aircraft Delivery schedule, the maximum number of [*] present at any one time will be limited to [*].
1.4 Type Specific Cabin Crew Training Course
The Seller will provide to the Buyer [*] in total for the fleet of twenty-three (23) Aircraft. This allocation will be further assigned by the Buyer on a prorata basis to each of the Initial Operators.
2 PERFORMANCE / OPERATIONS COURSE(S)
The Seller will provide to the Buyer [*] in total for the fleet of twenty-three (23) Aircraft. This allocation will be further assigned by the Buyer on a prorata basis to each of the Initial Operators.
3 MAINTENANCE TRAINING
3.1 The Seller will provide to the Buyer [*] in total for the fleet of twenty-three (23) Aircraft. This allocation will be further assigned by the Buyer on a prorata basis to each of the Initial Operators.
3.2 The Seller will provide to the Buyer [*] in total for the fleet of twenty-three (23) Aircraft. This allocation will be further assigned by the Buyer on a prorata basis to each of the Initial Operators.
4 TRAINEE DAYS ACCOUNTING
Trainee days are counted as follows:
4.1 For instruction at the Seller's Training Centers: one (1) day of instruction for one (1) trainee equals one (1) trainee day. The number of trainees originally registered at the beginning of the course will be counted as the number of trainees to have taken the course.
4.2 For instruction outside of the Seller's Training Centers: one (1) day of instruction by one (1) Seller Instructor equals the actual number of trainees attending the course or a minimum of twelve (12) trainee days, except for structure maintenance training course(s).
4.3 For structure maintenance training courses outside the Seller’s Training Center(s), one (1) day of instruction by one (1) Seller Instructor equals the actual number of trainees attending the course or the minimum number of trainees as indicated in the Seller’s Customer Services Catalog.
4.4 For practical training, whether on training devices or on aircraft, one (1) day of instruction by one (1) Seller Instructor equals the actual number of trainees attending the course or a minimum of six (6) trainee days.
UNQUOTE
4. [*]
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Amendment Nº9 to the ALC A330-900neo Purchase Agreement |
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Ref. CLC – CT1909530 – Execution Version |
Page 5/9 |
5 [*]
6. EFFECTIVITY
This Amendment N°9 will enter into full force and be binding upon the Parties upon the fulfilment of each of the following conditions (the “Conditions”);
[*]
If the Conditions are not fulfilled on or before 31 December 2019, this Amendment N°9 shall be terminated without further act and the Buyer and the Seller shall have no obligation or liability to the other, whether in contract or otherwise in respect of this Amendment N°9.
7 INCONSISTENCY AND CONFIDENTIALITY
7.1 In the event of any inconsistency between the terms and conditions of the Agreement and those of this Amendment N°9, the latter shall prevail to the extent of such inconsistency, whereas the part of the Agreement not concerned by such inconsistency shall remain in full force and effect.
7.2 This Amendment N°9 reflects the understandings, commitments, agreements, representations and negotiations related to the matters set forth herein whatsoever, oral and written, and may not be varied except by an instrument in writing of even date herewith or subsequent hereto executed by the duly authorised representatives of both Parties.
7.3 This Amendment N°9 shall be treated by both Parties as confidential and shall not be released in whole or in part to any third party without the prior consent of the other Party except as may be required by law, or to professional advisors for the implementation hereof.
7.4 Except for the modifications resulting from this Amendment n°9, the Agreement shall remain unchanged, in full force and effect. Capitalized terms used and not defined in this Amendment have the respective meanings assigned to them in the Agreement.
8. COUNTERPARTS
This Amendment N°9 may be executed by the Parties in separate counterparts, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute one and the same instrument.
9. LAW AND JURISDICTION
This Amendment N°9 will be governed by and construed and the performance thereof will be determined in accordance with the laws of the State of New York, without giving effect to the application of conflicts of laws provisions that would result in the application of the law of any other jurisdiction.
The other provisions of Clause 22.6 of the Agreement shall apply to this Amendment N°9 as if the same were set out in full herein.
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Amendment Nº9 to the ALC A330-900neo Purchase Agreement |
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Ref. CLC – CT1909530 – Execution Version |
Page 6/9 |
IN WITNESS WHEREOF this Amendment N°9 was entered into force the day and year first above written.
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For and on behalf of |
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For and on behalf of |
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AIR LEASE CORPORATION |
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AIRBUS S.A.S. |
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By: |
/s/ John L. Plueger |
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By: |
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Its: |
CEO & President |
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Its: |
Senior Vice President, Contracts |
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Amendment Nº9 to the ALC A330-900neo Purchase Agreement |
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Ref. CLC – CT1909530 – Execution Version |
Page 7/9 |
APPENDIX 1
DELIVERY SCHEDULE
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CAC ID |
Aircraft |
Scheduled |
Aircraft |
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[*] |
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[*]-18 |
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[*]-23 |
[*] |
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Amendment Nº9 to the ALC A330-900neo Purchase Agreement |
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Ref. CLC – CT1909530 – Execution Version |
Page 8/9 |
APPENDIX 2
[*]
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Amendment Nº9 to the ALC A330-900neo Purchase Agreement |
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Ref. CLC – CT1909530 – Execution Version |
Page 9/9 |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/15/24 Air Lease Corp. 10-K 12/31/23 98:10M Workiva Inc Wde… FA01/FA 2/16/23 Air Lease Corp. 10-K 12/31/22 101:12M Workiva Inc Wde… FA01/FA 2/17/22 Air Lease Corp. 10-K 12/31/21 105:12M Workiva Inc Wde… FA01/FA 2/24/21 Air Lease Corp. 424B2 1:801K Donnelley … Solutions/FA 2/23/21 Air Lease Corp. 424B5 1:800K Donnelley … Solutions/FA 2/22/21 Air Lease Corp. 10-K 12/31/20 83:13M Toppan Merrill Bridge/FA 11/09/20 Air Lease Corp. 10-Q 9/30/20 61:6.5M Toppan Merrill Bridge/FA 8/06/20 Air Lease Corp. 10-Q 6/30/20 62:6.6M Toppan Merrill Bridge/FA |