[*]4.借款人：威利斯倉庫設施有限責任公司5.行政代理：猶他銀行，作為信貸協議附表III-2下的行政代理6.信貸協議：截至2024年5月3日的5億美元擔保信貸協議，其中包括作為借款人的威利斯倉庫設施有限責任公司，作為貸款人的貸款方，作為貸款人的猶他銀行，不以個人身份，但僅作為證券受託人和行政代理的猶他銀行，以及作為貸款代理的美國銀行。7.已分配利息：所有貸款人的承諾額/貸款總額承諾額/貸款額已分配的承諾額/貸款1$$%生效日期：_

附表III-3同意並接受：猶他銀行按頭銜擔任行政代理：

同意：Willis Warehouse Finance LLC，按所有權劃分的借款人：[*]只有在信用證協議要求的情況下才填寫。附表III-4附件1轉讓和驗收的標準條款和條件1.陳述和擔保1.1轉讓人。轉讓人(A)表示並保證(I)它是轉讓權益的合法和實益所有人，(Ii)轉讓權益沒有任何留置權、產權負擔或其他不利索賠，(Iii)它有完全的權力和權力，並已採取一切必要的行動，以執行和交付本轉讓和承兑，並完成本協議中預期的交易，並且(Iv)它不是違約貸款人，並且(B)對(I)在信貸協議或任何其他貸款文件中或與之相關的任何陳述、擔保或陳述，(Ii)執行，信貸協議或其下任何抵押品的合法性、有效性、可執行性、真實性、充分性或價值；(Iii)借款人、其任何附屬公司或聯營公司或任何其他人士就信貸協議負有責任的財務狀況；或(Iv)借款人、其任何附屬公司或聯營公司或任何其他人士履行或遵守其在信貸協議下的任何各自責任的情況。1.2.受讓人。受讓人(A)表示並保證(I)其有完全權力及權力，並已採取一切必要行動，以籤立及交付此等轉讓及承兑，並已採取一切必要行動，以執行及交付本轉讓及承兑事項，並完成擬進行的交易，併成為信貸協議項下的貸款人；(Ii)其滿足信貸協議所指明的要求(如有)，以取得轉讓權益及成為貸款人；(Iii)自生效日期起及之後，其作為信貸協議項下的貸款人，須受信貸協議的條文約束，並在受讓權益的範圍內，應承擔貸款人的義務，(Iv)已收到一份《信貸協議》副本，連同根據《信貸協議》第5.01節交付的最新財務報表的副本(視情況而定)，以及其認為適當的其他文件和信息，可自行作出信用分析和決定，以進行本次轉讓和驗收，併購買所轉讓的權益，並在此基礎上獨立作出此類分析和決定，而不依賴行政代理或任何其他貸款人；和(V)轉讓和承兑所附的是根據信貸協議條款要求其交付的、由受讓人正式填寫和簽署的任何單據；及(B)同意(I)在不依賴行政代理、轉讓人或任何其他貸款人的情況下，並根據其當時認為適當的文件及資料，繼續自行作出信貸決定，以根據信貸協議採取或不採取行動，及(Ii)將根據其條款履行信貸協議條款規定其作為貸款人須履行的所有責任。2.付款。自生效日期起及之後，行政代理應向受讓人支付所有款項。3.總則。本轉讓和接受應對本協議雙方及其各自的繼承人和受讓人具有約束力，並使其受益。這項轉讓和驗收可在任何數量的副本中執行，這些副本加在一起構成一份文書。交付本轉讓簽字頁的簽署副本並通過傳真接受，應與交付手動簽署的本轉讓和接受副本一樣有效。本轉讓和承兑應受紐約州法律管轄，並按照紐約州法律解釋。附表IV-1附表IV貸款申請表格貸款申請[*]注意：約瑟夫·H·普格斯利銀行作為安全託管人50 South 200 East，Suite 110鹽湖城，Ut 84111注意：約瑟夫·H·普格斯利銀行作為借款人，貸款人，猶他州銀行，猶他州84111作為證券託管人，猶他銀行作為行政代理，美國銀行，北卡羅來納州，作為融資代理。信貸協議中定義的術語在本文中按照其中的定義使用。2.本貸款申請是根據信貸協議第2.03節的規定提交給您的。根據信貸協議第2.03節，簽署人作為借款人，現向閣下發出不可撤銷的通知，表明簽署人現根據信貸協議申請一筆或多筆貸款，並在下文列出有關該等貸款的資料如下：(A)建議貸款的本金總額為_。附件列出了本貸款申請所涉及的資產以及每項申請資產的每筆貸款的本金總額。(B)借款人要求將所建議的一筆或多於一筆貸款預支至下列賬户[*]日期[*]3.借款人同意，本貸款申請中所述貸款的發放取決於是否滿足信貸協議第3.02節中的先決條件，並表示[*]% [*]% [*]% [*]附表四-2，並保證在其實際知道的情況下，本貸款申請附件中所載信息真實準確。標題：附表IV-3附件資產附表1.基本資產信息飛機設備製造商、型號和製造商的序列號主體請求($)飛機設備的初始評估價值[*]% [*]% [*]% [*]截至截止日期的貸款資產本金餘額(美元)[*]2.存量資產信息[*]資產擁有實體的詳細信息，以及在收購資產權益時要收購的股票金額[*]3.資產擁有主體

資產擁有實體的詳細信息

附表V-1附表V濃度限制類別濃度限制(1)資產類型[*]承租人[*]區域(2)

(1)所有須予測試的款額均為分數的百分率，如分子為與有關類別及附表V-2的資產有關的未償還貸款總額，則分母為(I)在可用期間內的最高貸款額及(Ii)可用期間後所有未償還貸款的未償還本金總額。(2)地區的指定如下。(3)最高

%如果

和[*]總計佔比超過15%。區域國家新興南美洲和中美洲阿根廷、巴哈馬、巴巴多斯、百慕大、巴西、開曼羣島、智利、哥倫比亞、哥斯達黎加、薩爾瓦多、危地馬拉、牙買加、墨西哥、巴拿馬、祕魯和特立尼達和多巴哥西歐歐盟(不包括保加利亞、匈牙利和波蘭)、冰島、挪威、瑞士和聯合王國東歐保加利亞、匈牙利、哈薩克斯坦、摩爾多瓦、波蘭和土耳其非洲和中東阿爾及利亞、巴林、埃及、埃塞俄比亞、以色列、約旦、肯尼亞、科威特、摩洛哥、尼日利亞、阿曼、卡塔爾、沙特阿拉伯、塞內加爾、南非、突尼斯和阿拉伯聯合酋長國發展亞太地區澳大利亞。柬埔寨、香港、日本、新西蘭、新加坡和韓國新興亞太地區中國、關島、印度、印度尼西亞、澳門、馬來西亞、巴基斯坦、菲律賓、斯里蘭卡、臺灣、泰國和越南未指定所有其他新興國家阿爾及利亞、阿根廷、巴哈馬、巴林、孟加拉國、巴巴多斯、百慕大、巴西、保加利亞、緬甸、開曼羣島、智利、中國、哥倫比亞、哥斯達黎加、埃及、薩爾瓦多、埃塞俄比亞、關島、危地馬拉、印度、印度尼西亞、以色列、牙買加、約旦、哈薩克斯坦、肯尼亞、科威特、澳門、馬來西亞、墨西哥、摩洛哥、尼日利亞、阿曼、巴基斯坦、巴拿馬、祕魯、菲律賓、卡塔爾、沙特阿拉伯、塞內加爾、南非、斯里蘭卡、臺灣、泰國、特立尼達和多巴哥、突尼斯、阿拉伯聯合酋長國、委內瑞拉和越南[*]附表六-1附表六本票格式本票編號[*]紐約，紐約，$[*]生效日期[*], [*], [*], [*], [*], [*], [*], [*](“借款人”)特此承諾向[*](“貸款人”)，或已登記的轉讓人或受讓人，本金為美元。[*], [*], [*], [*], [*], [*], [*], [*]，或貸款人根據該特定有擔保信貸協議(經修訂，“信貸協議”)於2024年5月3日向借款人作出的所有貸款的未償還本金總額，其中包括借款人、作為證券受託人的猶他銀行(“證券受託人”)、作為行政代理的猶他銀行、作為融資代理的美國銀行以及其中指定的某些貸款人，於最終還款日期全額支付，連同自本協議之日起(包括該日在內)不時未償還的本金的利息，直至該本金全部付清為止。本本票所證明貸款的適用利率可根據信貸協議中“SOFR”的定義而有所不同。每個利息期間的利息應按該利息期間有效的信貸協議第2.10(A)節計算的利率計算，並應在每個付款日期和本期票全額支付之日支付欠款。本本票應按根據信貸協議第2.10(B)節計算的利率對本票據的任何本金計息，並在適用法律允許的範圍內，在到期時(無論是在規定的到期日、加速或其他情況下)未支付的利息和根據本票據到期的其他金額，在任何逾期期間由證券託管人按要求支付。2.利息須就每一利息期的第一天而非最後一天支付，並須自(幷包括)適用於該利息期的提款日期或緊接的前一付款日期(視屬何情況而定)至(及不包括)下一次付款日期為止，並須在該下一付款日期就該期間到期支付。利息按年360天和實際經過天數計算。3.所有根據信貸協議(經不時修訂或補充)須支付予貸款人的本金、利息及其他款額，均須按照信貸協議的條款支付。4.本協議的本金、利息及其他應付款項應於紐約時間上午11時前以美元即時支付，該日為應付證券受託人的日期，而證券受託人須根據信貸協議的條款及條件，根據借款人與證券受託人於2024年5月3日訂立的信貸協議及擔保協議(下稱“擔保協議”)的條款，運用其收到的有關款項。附表VI-2 5.貸款人接受本期票，即同意受貸款文件中適用於貸款人的所有規定的約束，擔保受託人收到的每筆付款均應按照擔保協議使用。6.本期票是《信貸協議》和《擔保協議》所指並依據該協議發行的本票之一。抵押品由證券受託人持有，部分作為期票的抵押品。茲參閲《信貸協議》和《擔保協議》，説明貸款人的權利和義務、本本票的擔保性質和範圍、其他貸款人的權利和義務、其他本票的擔保性質和範圍，以及《擔保協議》所設信託的條款和條件的説明，每一貸款人接受本本票即同意遵守《信貸協議》和《擔保協議》中的所有條款和條件。7.信用證協議和擔保協議中定義的術語在用於本期票時具有相同的含義。8.本承付票應受紐約州法律管轄，並按照紐約州法律解釋。茲證明，借款人自本匯票簽署之日起，已由其正式授權的高級職員或代表以其公司名義籤立本本票。[*]按：名稱：標題：附表七-1附表七相關債務人一級相關債務人

(1)只要

和[*]持有……的多數股權[*]並能夠對其管理層和董事會行使控制權。附表VII-2第2級相關債務人[*]第三級標的債務人未被列為第一級標的債務人或第二級標的債務人的任何標的債務人。[*]附表八-1附表八資格標準每項資產在其貸款提款之日應滿足下列資格標準。1.就自有資產而言，在為該資產提供貸款後，加權平均剩餘租賃期必須至少為兩年(參照受經營租賃約束的自有資產衡量)。為免生疑問，本公司並不要求任何資產於提款日期須受租賃約束。2.飛機設備(以及任何附連發動機的機身，如果其所擁有的資產是發動機)不受聯邦航空局的任何強制停飛命令的約束，該命令導致與該飛機設備相同型號的機身或飛機發動機停飛(不包括就有關飛機設備而言已滿足某些條件的任何這種機身或飛機發動機)。3.如果資產是受經營租賃約束的自有資產，則經營租賃滿足最低撥備。附表IX-1-附表IX最低撥備A部分：自有資產1.關於自有資產的最低撥備：每份資產租賃應符合本部分A所列的下列規定。2.租金支付資產租賃項下的租金應以：2.1港元支付；2.3行政代理書面同意的其他貨幣(按照所需貸款人合理行事的指示行事)。3.轉租資產租賃下的資產承租人僅有權以濕租賃或轉租條款轉租自有資產，該等條款在各方面均明確受制於資產租賃，或經適用出租人同意，並符合護理標準，並受該等例外情況規限。4.自有資產的返還資產經營租賃應包含(與關愛標準一致的)自有資產返還條款(如適用)，包括在根據資產經營租賃租賃自有資產的租賃期滿或終止時更換飛機發動機和部件，規定所需的返還條件以及資產承租人根據該返還條件直接或間接補救或補償出租人的任何義務，在每種情況下，應考慮資產經營租賃的其他條款，並按照和符合關愛標準的例外情況進行補救或賠償。5.終止事件資產租賃應包含條款(與護理標準一致)，規定在何種條件下，出租人可根據護理標準，在任何商定的寬限期或補救期限屆滿後的任何時間終止資產租賃並收回附表IX-2所擁有的資產。6.淨租賃；地獄或高水義務資產租賃將是承租人的全額追索權付款義務，根據該義務，承租人除支付租金和其他正常費用外，還需支付受此類租賃約束的財產的所有維護、保險和税款，幷包含慣常的“地獄或高水”條款，根據該條款，資產承租人在任何情況下支付款項的義務應是絕對和無條件的，沒有任何抵銷或反索賠的權利，也不受其他事件或類似條款的限制，但在每一種情況下，均受符合關愛標準的例外情況的限制。7.所有權資產租賃應包含保護相關所有者所有權利益的條款，與《關愛標準》一致。8.維護和運營資產租賃應包含條款，要求資產承租人按照一流貨運或客運公司的標準，按照護理標準，將自有資產保持在良好的適航狀態。9.10.對於相關自有資產，此類資產租賃應要求相關資產承租人維持符合本協議第6.03節要求的保險，除非借款人已就滿足這些要求的保險範圍作出替代安排。11.開普敦公約。如果自有資產是相關資產租賃的“航空器物體”(如開普敦公約所界定)和(A)“在訂立合同時”(如開普敦公約所用)，則資產承租人“位於”(如開普敦公約所用術語)在一締約國；或附表IX-3-(B)適用的自有資產在締約國登記，將資產承租人列為債務人，相關出租人作為債權人的國際權益應在國際登記處登記在相關機身上，和/或(僅在(A)情況下)由自有資產組成的引擎(S)和資產租賃應允許以擔保受託人為受託人進行此種國際權益的轉讓(S)，在每種情況下，均受符合照顧標準的例外情況的限制。12.資產租賃的財務報表在符合《關注標準》的範圍內，應要求相關資產承租人提交該資產承租人或相關基礎債務人(如適用)的年度經審計和定期未經審計的財務報表。13.循環信貸融資租賃如果資產租賃是循環信貸融資租賃，相關資產承租人可獲得的循環金額將不超過向該資產承租人支付的補充租金或使用租金(無論如何描述)，且不會退還給該資產承租人。[*]附表IX-4-b部分-貸款資產1.貸款資產的最低撥備：每項貸款資產應符合本部分b.2.租賃的最低撥備：如果貸款資產包括債務人的租賃，則該租賃的條款應與A部分規定的最低撥備一致。3.適用法律3.1此類貸款資產應受下列法律管轄：3.1.1紐約州；或3.1.2英格蘭和威爾士。4.貸款資產付款貸款資產項下的貸款資產付款應為：4.1美元；4.2歐元(條件是，如果在適用的提款日期後超過或將超過“歐元計價和未對衝”類別的集中限制，且所需貸款人沒有以其他方式提供豁免，則借款人應在不遲於適用的提款日期後十個工作日就“歐元計價和未對衝”類別的任何歐元計價資產簽訂衍生品協議)；或4.3行政代理書面同意的其他貨幣(按照所需貸款人的指示行事(合理行事))。5.轉讓貸款資產文件應包含禁止相關貸款資產借款人將貸款資產文件或與標的資產或任何部分有關的任何利益或義務轉讓給任何人的條款，而未經借款人集團公司同意，按照《關愛標準》行事，且符合《關愛標準》的例外情況除外。6.唯一貸款人借款人集團公司必須是貸款資產項下的唯一貸款人，持有該貸款資產100%的權益。附表IX-5-7.處置貸款資產文件應包含要求相關債務人在出售或以其他方式處置相關資產以及任何適用的溢價時預付貸款資產的條款，但貸款資產文件允許按照護理標準更換抵押品的情況除外。8.擔保貸款資產文件應要求適用於相關資產和交易的慣例擔保一攬子計劃(包括登記國際權益及其轉讓的要求)，這是根據《關愛標準》確定的。附表X-1附表X保險條款自有資產類型型號責任保險金額*引擎

美元

百萬

美元[*]百萬[*]美元[*]百萬架機身[*]美元

萬 

美元[*]萬 * 在飛機（即非客運（貨運）飛機）上運行的每個發動機或機身（即非客運（貨運）飛機）上運行的適用金額為

上述金額的%。 在擁有資產被停租或未在商業收入服務中運營期間，上述限額將不適用，但適用限額將是與領先國際飛機或飛機發動機的習慣做法基本一致的金額（如適用）經營出租人（只要服務商是WLFC，則應被視為WLFC的慣例）關於類似飛機或飛機發動機（如適用），由其或其附屬公司擁有或管理。 附表Xi-1 附表Xi 月報表

附在一起[*]附表十四-1 附表十二 競爭對手 1. [*]附表十四-2 29. [*]附表十四-3 62. [*]% of the Maximum Loan Amount, in each case on a daily basis for each day on the unutilized portion of the Commitment of each Lender which has not otherwise been cancelled during the period from and including the Closing Date to but excluding the last day of the Availability Period applicable to the respective

- 63 - Commitments. Accrued Unused Commitment Fees shall be computed on the basis of a year of 360 days and actual days elapsed and shall be payable in arrears on each Payment Date. (c) Payment of Fees. All fees payable hereunder shall be paid on the dates due to the Security Trustee. Fees paid shall not be refundable under any circumstances. Section 2.10 Interest. (a) Interest. The Borrower unconditionally agrees to pay interest on each Loan made to it at a rate per annum (the “Interest Rate”) equal to (i) Term SOFR, or, if applicable, the Benchmark Replacement, for the applicable Interest Period plus the Applicable Margin or (ii) to the extent required by Section 2.11, Section 2.18 or Section 2.19, the Base Rate for the applicable Interest Period plus the Applicable Margin. (b) Default Interest. Upon the occurrence and during the continuance of an Event of Default, the Borrower agrees to pay interest on each amount that is due from the Borrower, and unpaid, at the Default Rate, or, in the case of the principal of any Loan that is due and unpaid, at the Default Rate minus the Interest Rate. (c) Payment of Interest. Accrued interest on each Loan shall be payable by the Borrower in arrears on each Payment Date for such Loan; provided that in the event of any repayment or prepayment of any Loan, accrued interest on the principal amount repaid or prepaid shall be payable on the date of such repayment or prepayment. (d) Interest Computation. All interest hereunder shall be computed on the basis of a year of 360 days (or in the case of interest computed by reference to the Base Rate at times when the Base Rate is based on the Prime Rate, such interest shall be computed on the basis of a year of 365 days (or 366 days in a leap year)), and in each case shall be payable for the actual number of days elapsed (including the first day but excluding the last day). All interest hereunder on any Loan shall be computed on a daily basis based upon the outstanding principal amount of such Loan as of the applicable date of determination. The applicable Base Rate or Term SOFR shall be determined by the Administrative Agent, and such determination shall be conclusive absent manifest error. (e) Interest Periods. The “Interest Period” for each Loan shall be as follows: (i) The first Interest Period for each Loan shall commence on the Drawdown Date in respect thereof and shall end on the first Payment Date to occur thereafter. Thenceforth each subsequent Interest Period in respect of such Loan shall be the one-month period which begins on the last day of the preceding Interest Period and which (except for the final Interest Period) ends on the subsequent Payment Date. (ii) The final Interest Period in relation to each Loan shall end on the earlier of Final Repayment Date (as applicable) or the date of any prepayment in full of such Loan. (iii) In respect of each Interest Period, interest shall be calculated from (and including) the first day of such Interest Period to (but excluding) the last day thereof. - 64 - Section 2.11 Illegality. (a) Illegality of Loans. Notwithstanding any other provision of this Agreement, in the event that it becomes unlawful for any Lender to honor its obligation to make or maintain or fund Loans whose interest is determined by reference to SOFR, the Term SOFR Reference Rate or Term SOFR, or to determine or charge interest based upon SOFR, the Term SOFR Reference Rate or Term SOFR, then such Lender shall promptly notify the Borrower thereof (with a copy to the Administrative Agent) (an “Illegality Notice”). If the Borrower so requires, such Lender, the Administrative Agent and the Borrower shall, for a period of up to 60 days (or such longer period as the parties may agree) after the date on which the Borrower received such Illegality Notice, negotiate in good faith with a view to concluding arrangements whereby such Lender’s obligation to make or continue its Loans shall be able to be maintained. Each such Lender shall consider, at the Borrower’s request, transferring its rights and obligations hereunder to another of its offices or branches or to an affiliate or other actions which would avoid or not cause such circumstances to arise and shall otherwise take such reasonable steps as may be open to it to avoid such illegality; provided that such Lender shall be under no obligation to take any such action if, to do so in such Lender’s opinion, might involve it (or any of its Affiliates) in any unlawful activity, or might result in it (or any of its Affiliates) suffering any loss, cost, liability expense or disadvantage in respect of Taxes which has not been indemnified by the Borrower or other Borrower Group Company to the reasonable satisfaction of such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment requested by the Borrower. In any such case, such Lender’s obligation to make or continue such Loans shall be suspended until such time as such Lender may again make and maintain Loans (in which case the provisions of paragraph (b) of this Section 2.11 shall be applicable). (b) Treatment of Affected Loans. Upon receipt of an Illegality Notice, Borrower shall, if necessary to avoid such illegality and if the obligation of any Lender to make Loans or to continue Loans shall be suspended pursuant to this Section 2.11, upon demand from any Lender (with a copy to Administrative Agent), prepay or, if applicable, convert such Lender’s outstanding Loans into Loans bearing interest at the Base Rate plus the Applicable Margin on the last day(s) of the then current Interest Period(s) for such Loans or on such earlier date as may be required by Applicable Law as such Lender may specify to the Borrower with a copy to the Administrative Agent and, unless and until such Lender gives notice as provided in paragraph (c) of this Section that the circumstances that gave rise to such conversion no longer exist: (i) to the extent that such Lender’s Loans have been so converted, all payments and prepayments of principal that would otherwise be applied to such Lender’s Loans shall be applied instead to its Loans bearing interest at the Base Rate; and (ii) all Loans that would otherwise be made or continued by such Lender as Loans shall be made or continued instead as Loans bearing interest at the Base Rate plus the Applicable Margin. (c) End of Illegality. If any Lender whose obligation to make or maintain Loans has been suspended pursuant to this Section 2.11 gives notice to the Borrower with a copy - 65 - to the Administrative Agent that the circumstances that gave rise to such suspension no longer exist (which such Lender agrees to do promptly upon such circumstances ceasing to exist) at a time when Loans made by other Lenders are outstanding, such Lender’s Loans bearing interest at the Base Rate shall be automatically converted, on the first day(s) of the next succeeding Interest Period(s) for such outstanding Loans, to the extent necessary so that, after giving effect thereto, all such Loans will bear interest at Term SOFR plus the Applicable Margin. Section 2.12 Increased Costs. (a) Increased Costs Generally. If any Change in Law shall: (i) impose, modify or deem applicable any reserve (including pursuant to regulations issued from time to time by the Federal Reserve Board for determining the maximum reserve requirement), special deposit, compulsory loan, insurance charge or similar requirement against assets of, deposits with or for the account of, or credit extended by, any Lender; (ii) subject the Security Trustee, the Administrative Agent or any Lender to any Taxes (other than (A) Indemnified Taxes, (B) Taxes described in clauses (b) through (d) of the definition of Excluded Taxes and (C) Connection Income Taxes) on its loans, loan principal, letters of credit, commitments, or other obligations, or its deposits, reserves, other liabilities or capital attributable thereto; or (iii) impose on any Lender any other condition other than Taxes affecting this Agreement or Loans made by such Lender, and the result of any of the foregoing shall be to increase the cost to such Lender of making or maintaining any Loan (or of maintaining its obligation to make any such Loan) or to reduce the amount of any sum received or receivable by such Lender hereunder with respect to the Loans (whether of principal, interest or otherwise), then, upon request of such Lender, the Borrower will pay to such Lender such additional amount or amounts as will compensate such Lender for such additional costs incurred or reduction suffered, in each case; provided that such additional costs have not been compensated for pursuant to any other provision of this Agreement and provided further that the Borrower shall not be required to make payments to such Lender under this Section 2.12 to the extent the claim arises from such Lender’s willful breach of Applicable Law. (b) Capital Requirements. If any Lender determines that any Change in Law affecting such Lender or any lending office of such Lender or such Lender’s holding company, if any, regarding capital requirements has or would have the effect of reducing the rate of return on such Lender’s capital or on the capital of such Lender’s holding company, if any, as a consequence of this Agreement or the Loans made by such Lender to a level below that which such Lender or such Lender’s holding company could have achieved but for such Change in Law (taking into consideration such Lender’s policies and the policies of such Lender’s holding company with respect to capital adequacy), then from time to time the Borrower will pay to such Lender such additional amount or amounts as will compensate such Lender or such Lender’s holding company for any such reduction suffered. - 66 - (c) Certificates from Lenders. A certificate of a Lender setting forth the amount or amounts necessary to compensate such Lender or its holding company, as the case may be, as specified in paragraph (a) or (b) of this Section shall be delivered to the Borrower and shall be conclusive absent manifest error; provided that such determinations and allocations are made on a reasonable and good faith basis. The Borrower shall pay such Lender the amount shown as due on any such certificate on the later of 10 Business Days after receipt thereof and the next succeeding Payment Date. (d) Delay in Requests. Failure or delay on the part of any Lender to demand compensation pursuant to this Section 2.12 shall not constitute a waiver of such Lender’s right to demand such compensation; provided that the Borrower shall not be required to compensate a Lender pursuant to this Section for any increased costs or reductions incurred more than 90 days prior to the date that such Lender notifies the Borrower of the Change in Law giving rise to such increased costs or reductions and of such Lender’s intention to claim compensation therefor. In allocating any amounts due under this Section 2.12, each Lender agrees that it shall not allocate any such amounts to the transactions contemplated by the Loan Documents and/or the assets and/or liabilities constituted or evidenced thereby for which it may seek compensation pursuant to this Section 2.12 in a manner which discriminates against the Borrower when compared to other similar obligors, transactions and assets and/or liabilities of the Lender and shall make such allocation in no less favorable a manner than the manner of allocation utilized in respect of such other similar obligors, transactions and assets and/or liabilities. Section 2.13 Break Funding Payments. In the event of: (a) the payment of any principal of any Loan other than on the last day of an Interest Period therefor (including as a result of an Event of Default); (b) the failure to borrow, continue or prepay any Loan on the date specified in any notice delivered pursuant hereto; or (c) the assignment of any Loan as a result of a request by the Borrower pursuant to Section 2.17 or 12.02(c) other than on the last day of an Interest Period therefor, then, in any such event, the Borrower shall compensate each Lender for the loss, cost and expense (other than loss of profit or margin) attributable to such event (such compensation, a “Break Funding Payment”). A certificate of any Lender setting forth in reasonable detail the calculation of any amount or amounts that such Lender is entitled to receive pursuant to this Section shall be delivered to the Borrower and shall be conclusive absent manifest error. The Borrower shall pay such Lender the amount shown as due on any such certificate on the relevant prepayment date or date of assignment of the applicable Loan or in the case of paragraph (b), within three Business Days of written demand. Section 2.14 Taxes. (a) Payments Free of Taxes. Any and all payments by or on account of any obligation of the Borrower or a Borrower Group Company hereunder or under any other Loan Document shall be made free and clear of and without deduction for any Indemnified Taxes;

- 67 - provided that if the Borrower, any Borrower Group Company, or the Security Trustee shall be required by Applicable Law to deduct any Indemnified Taxes from such payments, then: (i) the Borrower or such Borrower Group Company or the Security Trustee, as the case may be, shall make such deductions; (ii) the sum payable by the Borrower or such Borrower Group Company shall be increased as necessary so that after making all required deductions (including deductions applicable to additional sums payable under this Section) the Security Trustee or Lender (as the case may be) receives an amount equal to the sum it would have received had no such deductions been made; (iii) the Borrower or such Borrower Group Company, as the case may be, shall pay or cause to be paid the full amount deducted to the relevant Governmental Authority in accordance with Applicable Law. (b) Payment of Other Taxes by the Borrower. In addition, the Borrower or any Borrower Group Company, as the case may be, shall pay any Other Taxes to the relevant Governmental Authority in accordance with Applicable Law. (c) Indemnification by the Borrower. The Borrower and Borrower Group Companies as the case may be, shall indemnify the Security Trustee and each Lender, within 20 days after written demand therefor, for the full amount of any Indemnified Taxes (including Indemnified Taxes imposed or asserted on or attributable to amounts payable under this Section) actually paid by the Security Trustee or such Lender, as the case may be, and any reasonable expenses arising therefrom or with respect thereto, whether or not such Indemnified Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to the Borrower or Borrower Group Companies, as the case may be, by a Lender, or by the Security Trustee on its own behalf or on behalf of a Lender, shall be conclusive absent manifest error. (d) Evidence of Payments. As soon as practicable after any payment of Indemnified Taxes or Excluded Taxes by the Borrower or Borrower Group Company, as the case may be, to a Governmental Authority, the Borrower or the Borrower Group Company shall if requested by the Security Trustee deliver to the Security Trustee the original or a certified copy of a receipt issued by such Governmental Authority evidencing such payment, a copy of the portion of the return reporting such payment or other evidence of such payment reasonably satisfactory to the Security Trustee. (e) Status of Lenders. Any Lender that is entitled to an exemption from or reduction of withholding tax under applicable law (including an applicable treaty) with respect to payments made hereunder or under any other Loan Document shall deliver to the Borrower (with a copy to the Security Trustee), at the time or times prescribed by applicable law or reasonably requested by the Borrower, such properly completed and executed documentation prescribed by applicable law as will permit such payments to be made without withholding or at a reduced rate of withholding. Further, any Lender, if requested by the Borrower or the Security Trustee, shall deliver such other documentation prescribed by applicable law, including any - 68 - substitute, successor or additional forms, or reasonably requested by the Borrower or the Security Trustee as will enable the Borrower or the Security Trustee to determine whether or not such Lender is subject to backup withholding or information reporting requirements. Notwithstanding anything to the contrary in this paragraph, the completion, execution and submission of such documentation (other than such documentation set forth in Section 2.14(e)(i) and (ii) below) shall not be required if in the Lender’s reasonable judgment such completion, execution or submission would subject such Lender to any material unreimbursed cost or expense or would materially prejudice the legal or commercial position of such Lender. Each Lender shall promptly notify the Borrower and the Security Trustee of any change in circumstances that would modify or render invalid any previously claimed exemption or redemption. Without limiting the generality of the foregoing: (i) Each Lender that is a U.S. Person shall deliver to the Borrower and the Security Trustee on or prior to the date on which such Lender becomes a Lender under this Agreement (and from time to time thereafter upon the reasonable request of the Borrower or the Security Trustee), copies of executed IRS Form W-9 certifying that such Lender is exempt from U.S. federal backup withholding tax; and (ii) Each Lender that is a Non-U.S. Person shall, to the extent it is legally able to do so, at the time such Lender becomes a party to this Agreement (and from time to time thereafter as reasonably requested in writing by the Borrower), execute and deliver to the Borrower (with a copy to the Security Trustee) whichever of the following is applicable: (A) in the case of a Lender claiming the benefits of an income tax treaty to which the United States is a party: (1) with respect to payments of interest under any Loan Document, copies of executed IRS Form W-8BEN or IRS Form W-8BEN-E, as applicable, establishing an exemption from, or reduction of, U.S. federal withholding Tax pursuant to the “interest” article of such tax treaty; and (2) with respect to any other applicable payments under any Loan Document, copies of executed IRS Form W-8BEN or IRS Form W-8BEN-E, as applicable, establishing an exemption from, or reduction of, U.S. federal withholding Tax pursuant to the “business profits” or “other income” article of such tax treaty; (B) copies of executed IRS Form W-8ECI; (C) in the case of a Lender which is a Non-U.S. Person claiming the benefits of the portfolio interest exemption under Section 881(c) of the Code: (1) a statement of such Lender signed under penalty of perjury that such Lender is not a “bank” within the meaning of Section 881(c)(3)(A) of the Code, a “10-percent shareholder” of the Borrower within the meaning of Section 881(c)(3)(B) of the Code, or a “controlled foreign corporation” related to the Borrower described in Section 881(c)(3)(C) of the Code (a “U.S. Tax Compliance Certificate”); and - 69 - (2) copies of executed IRS Form W-8BEN or IRS Form W-8BEN-E, as applicable; or (D) to the extent a Lender that is a Non-U.S. Person is not the beneficial owner, copies of executed IRS Form W-8IMY, accompanied by copies of executed IRS Form W-8ECI, IRS Form W-8BEN, IRS Form W-8BEN-E, IRS Form W-9, a U.S. Tax Compliance Certificate, and/or other certification documents from each beneficial owner, as applicable; provided that if such Lender is a partnership and one or more direct or indirect partners of such Lender are claiming the portfolio interest exemption, such Lender may provide a U.S. Tax Compliance Certificate on behalf of each such direct and indirect partner. (f) Treatment of Certain Tax Refunds. If the Security Trustee or a Lender believes in its sole discretion exercised in good faith that it has actually received a Tax (including Other Tax) refund (including an offset against tax due in lieu of payment of a refund) resulting from any amount or additional amount paid by the Borrower or a Borrower Group Company under this Section 2.14, it shall pay to the Borrower or such Borrower Group Company all or part of that benefit (but only to the extent of amounts paid under this Section 2.14 with respect to the Taxes giving rise to such refund), net of all reasonable out-of-pocket expenses (including Taxes) of the Security Trustee or such Lender and without interest (other than any interest paid by the relevant Governmental Authority with respect to such refund). The Borrower or such Borrower Group Company, upon the request of the Security Trustee or such Lender, shall repay to the Security Trustee or such Lender the amount paid over pursuant to this paragraph (f) (plus any penalties, interest or other charges imposed by the relevant Governmental Authority) in the event that the Security Trustee or such Lender is required to repay such refund to such Governmental Authority. Notwithstanding anything to the contrary in this paragraph (f), in no event will the Security Trustee or a Lender be required to pay any amount to the Borrower or a Borrower Group Company pursuant to this paragraph (f) the payment of which would leave the Security Trustee or the Lender (after that payment) in a less favorable net after-Tax position than it would have been in if the Tax subject to indemnification and giving rise to such refund had not been deducted, withheld or otherwise imposed and no amount or additional amount had been required to be paid. This paragraph shall not be construed to require the Security Trustee or any Lender to make available its tax returns (or any other information relating to its Taxes that it deems confidential) to the Borrower or any other Person. (g) Claim Notice. If a claim is made against the Security Trustee or a Lender, as the case may be, for any Indemnified Taxes (a “Claim”), the Security Trustee or such Lender shall, as promptly as practicable after receipt of a written notification of such Claim, give the Borrower written notification of such Claim; provided that the failure to give such notice on a timely basis shall not preclude a Claim for indemnification hereunder. (h) FATCA. (i) Each Lender shall deliver to the Borrower and the Security Trustee at the time or times prescribed by law and at such time or times reasonably requested by the Borrower or the Security Trustee such documentation prescribed by Applicable Law (including as prescribed by Section 1471(b)(3)(C)(i) of the Code) and such additional documentation reasonably requested by the Borrower or the Security Trustee as may be necessary for the - 70 - Borrower and the Security Trustee to comply with their obligations under FATCA and to determine that such Lender has complied with such Lender’s obligations under FATCA or to determine the amount to deduct and withhold from such payment. Solely for purposes of this paragraph, “FATCA” shall include any amendments made to FATCA after the date of this Agreement. (ii) Each Lender agrees that if any form or certification it previously delivered expires or becomes obsolete or inaccurate in any respect, it shall update such form or certification or promptly notify the Borrower and the Security Trustee in writing of its legal inability to do so. (i) Indemnification by Lenders. Each Lender shall severally indemnify the Security Trustee, within 30 days after demand therefor, for: (i) any Indemnified Taxes attributable to such Lender; (ii) any Taxes attributable to such Lender’s failure to comply with the provisions of Section 12.04 relating to the maintenance of a Participant Register; and (iii) the full amount of any Excluded Taxes attributable to such Lender or any Participant of such Lender (or, in the case of a Lender that is treated as a partnership for U.S. federal income tax purposes, any direct or indirect beneficial owner of such Lender) that are payable or paid by the Security Trustee, and reasonable expenses arising therefrom or with respect thereto, whether or not such Excluded Taxes were correctly or legally imposed or asserted by the relevant Governmental Authority. A certificate as to the amount of such payment or liability delivered to any Lender by the Security Trustee shall be prima facie evidence thereof absent manifest error. Section 2.15 Payments Generally; Pro Rata Treatment; Sharing of Set-offs. (a) Payments by the Borrower Group Companies. Each Borrower Group Company shall make each payment required to be made by it hereunder (whether of principal, interest, fees, or other amount, or under Section 2.12, 2.13, 2.14 or 2.18 or otherwise) or under any other Loan Document (except to the extent otherwise provided therein) to the Collections Account, for application in accordance with section 8 of the Security Agreement prior to 1 p.m. (New York City time) on the date when due, in immediately available funds, without set-off or counterclaim. Any amounts received after such time on any date may be deemed to have been received on the next succeeding Business Day for purposes of calculating interest thereon. If any payment hereunder shall be due on a day that is not a Business Day, the date for payment shall be extended to the next succeeding Business Day and, in the case of any payment accruing interest, interest thereon shall be payable for the period of such extension; provided that, in the case of principal of and interest payable hereunder on a Payment Date, if by virtue of such extension such payment would fall in the next succeeding month, such sum shall be payable on the next

- 71 - preceding Business Day. All payments hereunder or under any other Loan Document (except to the extent otherwise provided therein) shall be made in Dollars. (b) Pro Rata Treatment. Except to the extent otherwise provided herein: (i) each Loan shall be made from the Lenders pro rata according to the amounts of their respective Commitments; (ii) each Loan shall be allocated pro rata among the Lenders according to their respective Applicable Percentage; (iii) each payment or prepayment of principal of Loans by the Borrower shall be made for account of the Lenders pro rata in accordance with the respective unpaid principal amounts of the Loans held by them; and (iv) each payment of interest on Loans by the Borrower shall be made for the account of the Lenders pro rata in accordance with the amounts of interest on such Loans then due and payable to the respective Lenders. (c) Sharing of Payments by Lenders. If any Secured Party shall, by exercising any right of set-off or counterclaim or otherwise, obtain payment in respect of any principal of or interest on account of the Loans resulting in such Secured Party receiving payment of a greater proportion of the aggregate amount of such Loans and accrued interest thereon then due than the proportion received by any other Secured Party, then the Secured Party receiving such greater proportion shall purchase (for cash at face value) participations in the Loans and Commitments of other Lenders to the extent necessary so that the benefit of all such payments shall be shared by the Lenders ratably in accordance with the aggregate amount of principal of and accrued interest on their respective Loans; provided that: (i) if any such participations are purchased and all or any portion of the payment giving rise thereto is recovered, such participations shall be rescinded and the purchase price restored to the extent of such recovery, without interest; and (ii) the provisions of this paragraph shall not be construed to apply to: (A) an assignment or participation made pursuant to Section 12.02(c) or 2.17; or (B) any other payment made pursuant to and in accordance with the express terms of this Agreement or any payment obtained by a Lender as consideration for the assignment of or sale of a participation in any of its Loans to any assignee or participant, other than to WLFC or any Affiliate thereof (as to which the provisions of this paragraph shall apply unless such assignment or participation is made pursuant to Section 12.04(b)(iii) or 2.17). Each Borrower Group Company consents to the foregoing and agrees, to the extent it may effectively do so under Applicable Law, that any Lender acquiring a participation pursuant to the foregoing arrangements may exercise against such Borrower Group Company rights of set-off - 72 - and counterclaim with respect to such participation as fully as if such Lender were a direct creditor of such Borrower Group Company in the amount of such participation. (d) Presumptions of Payment. Unless the Security Trustee shall have received notice from the Borrower prior to the date on which any payment is due to the Security Trustee for account of the Lenders hereunder that the Borrower will not make such payment, the Security Trustee may assume that the Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Lenders the amount due. In such event, if the Borrower has not in fact made such payment, then each of the Lenders severally agrees to repay to the Security Trustee forthwith on demand the amount so distributed to such Lender with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Security Trustee, at the Federal Funds Rate. (e) Certain Deductions by the Security Trustee. If any Lender shall fail to make any payment required to be made by it pursuant to Section 2.15(d), then the Security Trustee may, in its discretion (notwithstanding any contrary provision hereof), apply any amounts thereafter received by the Security Trustee for account of such Lender to satisfy such Lender’s obligations under such Sections until all such unsatisfied obligations are fully paid. Section 2.16 Mitigation Obligations; Designation of a Different Lending Office. If: (a) any Lender requests compensation under Section 2.12; or (b) the Borrower is required to pay any indemnification or additional amount to any Lender or any Governmental Authority for account of any Lender pursuant to Section 2.14; then such Lender shall, as soon as reasonably practicable upon its Lending Office becoming aware of the same, notify the Borrower thereof. If the Borrower so requires, such Lender and the Security Trustee shall negotiate in good faith with a view to concluding arrangements whereby payments can be made hereunder or obligations maintained and performed in such manner, place, currency and other circumstances as shall not give rise to such increased payment or claim for such, as the case may be, and so as to achieve substantially the same result as would have been achieved had such claim or increased payment, as the case may be, not occurred and, in connection therewith, such Lender shall consider (without prejudice to the right of the Lenders to structure their affairs as they see fit), at the Borrower’s request, transferring its rights and obligations hereunder to another of its offices or branches or to an affiliate or other actions which would avoid or not cause such circumstances to arise and shall otherwise take such reasonable steps as may be open to it to mitigate the effects of such circumstances; provided that such Lender shall be under no obligation to take any such action if to do so in such Lender’s opinion might involve it (or any of its Affiliates) in any unlawful activity, or would or would be likely to result in it (or any of its Affiliates) suffering any loss, cost, liability, expense or disadvantage in respect of Taxes in respect of which it has not been indemnified by the Borrower or any Borrower Group Company to the reasonable satisfaction of such Lender. The Borrower hereby agrees to pay all reasonable costs and expenses incurred by any Lender in connection with any such designation or assignment requested by the Borrower. - 73 - Section 2.17 Replacement of Lenders. If: (a) it becomes illegal for any Lender to make its Loans under Section 2.11; (b) any Lender requests compensation under Section 2.12; or (c) the Borrower is required to pay any indemnification or additional amount to any Lender or any Governmental Authority for account of any Lender pursuant to Section 2.14, and such circumstances do not apply to all of the Lenders, or if any Lender is a Defaulting Lender, then the Borrower may, at its sole expense, upon notice to such Lender and the Administrative Agent, cause such Lender to assign and delegate, without recourse (in accordance with and subject to the restrictions contained in Section 12.04), all its interests, rights and obligations under this Agreement, together with all Loans held by any related Conduit Lender, to an assignee that shall assume such obligations (which assignee may be WLFC or an Affiliate thereof or another Lender, if such Lender accepts such assignment or any other bank or financial institution reasonably acceptable to the Administrative Agent acting at the direction of the Required Lenders); provided that: (i) such Lender shall have received payment of an amount equal to the outstanding principal amount of its Loans, accrued interest thereon, accrued fees and all other amounts payable to it hereunder or under any other Loan Document (including any Break Funding Payments if the assignment occurs other than on a Payment Date), from the assignee (to the extent of such outstanding principal and accrued interest and fees) or the Borrower (in the case of all other amounts); (ii) in the case of any such assignment resulting from a claim for compensation under Section 2.12 or payments required to be made pursuant to Section 2.14, such assignment will result in a reduction in such compensation or payments; and (iii) such Lender shall be under no obligation to accept such if such might, in such Lender’s opinion, involve it or any of its Affiliates in any unlawful activity, or would or would likely result in it or any of its Affiliates suffering any loss, cost, liability, expense or disadvantage in respect of Taxes in respect of which it has not been indemnified by the Borrower or any Borrower Group Company to the reasonable satisfaction of such Lender. A Lender shall not be required to make any such assignment and delegation if, prior thereto, as a result of a waiver by such Lender or otherwise, the circumstances entitling the Borrower to require such assignment and delegation cease to apply. Section 2.18 Market Disruption. Subject to Section 2.19, in the event that the Administrative Agent shall have determined in its reasonable discretion (which determination shall be final and conclusive and binding upon the Borrower and the Lenders absent manifest error), on or prior to any interest rate determination date, that adequate and fair means do not exist for ascertaining the Interest Rate applicable to a Loan on the basis provided for in the definition of Term SOFR, or, if Lenders holding at least 66.7% of the aggregate principal amount of the Loans notify the Administrative Agent that the cost to each such notifying Lender of maintaining the Loans exceeds the applicable Term SOFR ascertained as set forth in the - 74 - definition of Term SOFR (or, if applicable, the applicable Benchmark Replacement) the Administrative Agent shall on such date give notice (by email, facsimile or telephone confirmed in writing) to the Borrower and each Lender of such determination, whereupon the Interest Rate applicable to any Loan for any subsequent Interest Period shall be equal to the Base Rate plus the Applicable Margin until the Administrative Agent has revoked such notice. Upon receipt of such notice, the Borrowers may revoke any pending Loan Request. Section 2.19 Benchmark Replacement Setting. (a) Benchmark Replacement. Notwithstanding anything to the contrary herein or in any other Loan Document, if a Benchmark Transition Event and its related Benchmark Replacement Date have occurred prior any setting of the then-current Benchmark, then (x) if a Benchmark Replacement is determined in accordance with clause (a) of the definition of “Benchmark Replacement” for such Benchmark Replacement Date, such Benchmark Replacement will replace such Benchmark for all purposes hereunder and under any Loan Document in respect of such Benchmark setting and subsequent Benchmark settings without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document and (y) if a Benchmark Replacement is determined in accordance with clause (b) of the definition of “Benchmark Replacement” for such Benchmark Replacement Date, such Benchmark Replacement will replace such Benchmark for all purposes hereunder and under any Loan Document in respect of any Benchmark setting at or after 5:00 p.m. (New York City time) on the fifth Business Day after the date notice of such Benchmark Replacement is provided to the Lenders without any amendment to, or further action or consent of any other party to, this Agreement or any other Loan Document so long as the Administrative Agent has not received, by such time, written notice of objection to such Benchmark Replacement from Lenders comprising the Required Lenders. (b) Benchmark Replacement Conforming Changes. In connection with the use, administration, adoption or implementation of a Benchmark Replacement, the Administrative Agent will have the right to make Conforming Changes from time to time and, notwithstanding anything to the contrary herein or in any other Loan Document, any amendments implementing such Conforming Changes will become effective without any further action or consent of any other party to this Agreement or any other Loan Document. (c) Unavailability of Tenor of Benchmark. Notwithstanding anything to the contrary herein or in any other Loan Document, at any time (including in connection with the implementation of a Benchmark Replacement), (i) if the then-current Benchmark is a term rate (including Term SOFR Reference Rate) and either (A) any tenor for such Benchmark is not displayed on a screen or other information service that publishes such rate from time to time as selected by the Administrative Agent in its reasonable discretion or (B) the regulatory supervisor for the administrator of such Benchmark has provided a public statement or publication of information announcing that any tenor for such Benchmark is not or will not be representative, then the Administrative Agent may modify the definition of “Interest Period” (or any similar or analogous definition) for any Benchmark settings at or after such time to remove such unavailable or non-representative tenor and (ii) if a tenor that was removed pursuant to clause (i) above either (A) is subsequently displayed on a screen or information service for a Benchmark (including a Benchmark Replacement) or (B) is not, or is no longer, subject to an announcement that it is not

- 75 - or will not be representative for a Benchmark (including a Benchmark Replacement), then the Administrative Agent may modify the definition of “Interest Period” (or any similar or analogous definition) for all Benchmark settings at or after such time to reinstate such previously removed tenor. (d) Upon the Borrower’s receipt of notice of the commencement of a Benchmark Unavailability Period, (i) the Borrower may revoke any request for an Loan and, if the Borrower does not revoke any such request within three Business Days of receipt of such notice, the Borrower will be deemed to have converted (A) any such request into a request for a Loan bearing interest at the Base Rate plus the Applicable Margin and (B) any outstanding affected Loan will be deemed to have been converted into a Loan bearing interest at the Base Rate plus the Applicable Margin on the last day(s) of the then current Interest Period(s) for such Loans. ARTICLE III CONDITIONS Section 3.01 Effective Date. (a) Documentary Conditions. The Loan Documents shall become effective on the date on which the Administrative Agent shall have received (or have received evidence of) each of the following, each of which shall be in form and substance reasonably satisfactory to the Administrative Agent acting in consultation with the Required Lenders: (i) Organizational Documents. Certified copies of the limited liability company agreement (or equivalent documents), formation certificate (or equivalent document) and good standing certificates (if applicable) of the Borrower and WLFC, and of all organizational authority (including, without limitation, board of director or manager resolutions and evidence of the incumbency, including specimen signatures, of officers) of the Borrower and WLFC with respect to the execution, delivery and performance of the Loan Documents by the Borrower and WLFC on the Effective Date. (ii) Executed Counterparts. (A) From each party hereto, a counterpart of this Agreement signed on behalf of such party (which may include email transmission of a signed signature page to this Agreement); and (B) Each of the Security Agreement, the Upfront Fee Letters, the Structuring Fee Letters, the Borrower Pledge and the Servicing Agreement shall have been duly executed and delivered by each party thereto (excluding any Finance Party to the extent party thereto). (iii) Opinions of Counsel to the Borrower Group Companies. Written opinions (addressed to the Secured Parties and dated the Effective Date), in each case in customary form and which may contain customary qualifications and exceptions, of Milbank LLP, as special New York law counsel to the Borrower, Morris James LLP, as Delaware counsel - 76 - to the Borrower and WLFC, and Parr Brown Gee & Loveless, as special Utah law counsel to the Security Trustee and Administrative Agent (provided that such Utah law opinion may be provided up to three Business Days after the Effective Date). (iv) “Know Your Customer” Requirements. Each of the Administrative Agent and the other Finance Parties shall have received all documentation and other information regarding the Servicer and the Borrower as has been reasonably requested in writing by the Administrative Agent and/or such other Finance Party at least ten Business Days prior to the Effective Date. (b) Factual Conditions. In addition to the conditions in Section 3.01(a), the Loan Documents shall only become effective provided each of the following facts and circumstances are correct: (i) Establishment of the Accounts. Each of the Collections Account, the Security Deposit Reserve Account, the Maintenance Reserve Account, the Liquidity Account, the Expense Account and the Cash Trap Account shall have been opened and established with the Security Trustee. (ii) Accuracy of Representations and Warranties. The representations and warranties of the Borrower set forth in Article IV shall be true and correct in all material respects as of the Effective Date, and an authorized officer of the Borrower shall have certified such subject to the Actual Knowledge of such authorized officer. (iii) No Event of Default. No Event of Default shall have occurred and be continuing. (c) Fees and Expenses. All fees, costs and expenses which are expressed to be due and payable by the Borrower to any Finance Party pursuant to the Loan Documents as of the Closing Date have been paid in full (to the extent that statements for such fees and expenses have been delivered to the Borrower reasonably prior to the Closing Date). (d) Tax Forms. The Borrower shall have provided the Security Trustee with a duly completed copy of a properly executed IRS Form W-9. (e) Administrative Agent Confirmation. The Administrative Agent shall confirm in writing (which may be by email) to the Borrower and the Lenders upon the occurrence of the Effective Date having occurred pursuant to this Section 3.01. Section 3.02 Conditions to each Drawdown Date. The obligations of the Lenders to make any Loan hereunder on any Drawdown Date (including any Loans to be made on the Closing Date) is subject to the satisfaction of the following conditions with respect to the Assets and Borrower Group Companies relating to such Loans as of such Drawdown Date and, where applicable, such shall be in form and substance customary for similar transactions as the type constituted by this Agreement or reasonably satisfactory to the Administrative Agent acting in - 77 - consultation with the Required Lenders (and in each case, other than conditions to be met pursuant to Section 3.03): (a) Funding Package; Loan Request. The Borrower shall have timely delivered to the Administrative Agent and the Security Trustee the Funding Package, including a Loan Request which contains the information required to be specified therein, in each case in accordance with Section 2.03. (b) Organizational Documents. Unless previously provided, certified copies of the charter and by laws (or equivalent documents), formation documents and good standing certificates (if applicable) of the Borrower and the applicable Borrower Group Companies, in each case to the extent executing any documents dated such Drawdown Date, and of all corporate authority (including, without limitation, board of director resolutions and evidence of the incumbency, including specimen signatures, of officers) with respect to the execution, delivery and performance of the Loan Documents and each other document to be delivered by such Borrower Group Companies on such Drawdown Date and, if previously provided, a bring-down certificate with respect to such matters previously confirmed. (c) Insurance Certificates. Insurance documentation with respect to the relevant Asset, showing insurance in compliance with Section 6.03(b). (d) Acquisition of Assets. (i) If the Loan is in respect of an Asset Lease or a Loan Asset, copies of applicable bills of sale or assignment agreements or (if applicable) originals of share, beneficial interest, limited liability company interest or membership interest certificates in respect of the acquisition of the Owned Asset or Loan Asset to which such Loan relates and the ownership of the relevant Borrower Group Companies which are to be acquired as a Stock Asset together with such stock power, transfer power or endorsement as the Administrative Agent may reasonably request. (ii) If the Loan is in respect of an Asset Lease or a Loan Asset, copies of legal opinions from counsel to the relevant Obligor that is the lessee or borrower thereunder that were delivered to the Borrower Group Company in connection with the commencement of the relevant lease or loan, to the extent any such opinion was delivered and is in the possession of the Servicer, and is permitted by the terms thereof to be shown to the Secured Parties. (e) Release of Security Interests. Any security interests (other than Permitted Encumbrances) over the Asset and each related Asset Owning Entity and any other Person who shall become a Borrower Group Company on the Drawdown Date shall have been released, and each such Asset and each such Person shall be free and clear of all Liens other than Permitted Encumbrances, subject only to the discharge of any filings or registrations made in respect of any such Lien, and (if appliable) the Administrative Agent shall have received customary evidence or confirmations reasonably satisfactory to it that all such filings and - 78 - registrations will be discharged promptly (having due regard to customary time periods therefor) following the Drawdown Date and the Borrower shall procure that such discharges are effected. (f) Executed Counterparts. Each Assumption Agreement in respect of each Grantor acceding to the Security Agreement, each Collateral Supplement in relation to the applicable Collateral and the accession agreement to the Servicing Agreement and each other document required to be entered into in accordance with the Security Agreement in connection with such Collateral including, without limitation and to the extent applicable, each UCC filing statement, FAA Lease Assignment and Mortgage, Local Law Account Charge and Borrower Group Pledge, shall have been duly executed (if applicable) and delivered by each of the Borrower Group Companies party thereto. (g) “Know Your Customer” Requirements. Any update to the “know your customer” requirements, including regarding the Asset Lessee or Loan Asset Borrower (other than an Owner Trustee), as has been reasonably requested in writing by the Administrative Agent and/or another Finance Party at least five Business Days prior to the Drawdown Date (or such more recent date on which the Finance Party receives notice of the Drawdown Date) have been satisfied. (h) Opinions of Counsel to the Borrower Group Companies. Written opinions (addressed to the Secured Parties and dated as of the Drawdown Date), in each case in customary form and which may contain customary qualifications and exceptions, of: (i) counsel for the Borrower Group Companies in each jurisdiction in respect of which the laws the Loan Documents to be dated as of such Drawdown Date are expressed to be governed; (ii) counsel in the jurisdiction of organization of each applicable Borrower Group Company (including any Person who is to become a Borrower Group Company on such Drawdown Date) executing Loan Documents to be dated as of such Drawdown Date; and (iii) in the case of a Drawdown Date for an Owned Asset that is an Airframe, an opinion of counsel in the jurisdiction of registration of such Airframe (if any) as to due registration of such Airframe in such jurisdiction and, if applicable in such jurisdiction, the absence of Liens (other than Permitted Liens) recorded or registered with the aviation authority (or as to the discharge in due course thereof in connection with the Drawdown Date). (i) Financial Statements. The most recent financial statements of the relevant Lessee or Underlying Obligor (as applicable), if in the possession of the applicable Borrower Group Company pursuant to the relevant Portfolio Documents, unless the applicable Borrower Group Company is bound by non-disclosure obligations that prohibit it from providing such financial statements (provided that in the case of publicly available financial statements, such obligation shall be satisfied by identifying to the Administrative Agent that such financial statements are publicly available). (j) Fees and Expenses. All fees, costs and expenses which are expressed to be due and payable by the Borrower to any Finance Party pursuant to the Loan Documents as of

- 79 - such Drawdown Date have been paid in full, including as may be paid by way of netting on the Drawdown Date (in each case, to the extent that statements for such fees and expenses have been delivered to the Borrower reasonably prior to the Drawdown Date). (k) Facility Tests. (i) On the Drawdown Date, no LTV Event has occurred which is continuing and the making of the Loan will not cause the occurrence of an LTV Event. (ii) On the Drawdown Date, in the case of a Loan made after the DSCR Commencement Date, either (1) no DSCR Cash Trap Event has occurred which is continuing or (2) if a DSCR Cash Trap Event was continuing prior to such Drawdown Date, the DSCR after giving effect to the making of the Loan would be equal to or greater than the DSCR immediately prior to such Drawdown Date, calculated on a pro forma basis including the contractual cashflows from the related Asset. (iii) On the Drawdown Date, after giving effect to the making of the Loan and related acquisition of Assets, WLFC or the Borrower shall have invested the Minimum Equity Amount in the Assets, as certified by an Authorized Representative of the Borrower. (iv) After giving effect to the making of the Loan and related acquisition of Assets, no Concentration Breach Event shall have occurred and be continuing. (l) Other Asset Related Conditions. With respect to each Owned Asset and each Underlying Asset related to a Loan Asset, in either case which is the subject of such Loan, the following conditions shall be satisfied in the reasonable opinion of the Administrative Agent (in consultation with the Required Lenders): (i) Eligibility Criteria. The relevant Asset complies with the Eligibility Criteria. (ii) Minimum Remaining Lease Term. With respect to each Asset Lease, either the Weighted Average Remaining Lease Term for all Asset Leases shall not be less than 12 months on a pro forma basis after giving effect to the making of the Loan, or the remaining term on such Asset Lease is equal to or greater than 12 months. (iii) Delinquency. The relevant Asset shall not be a Defaulted Asset. (m) Other Factual Conditions Precedent. The following conditions shall be satisfied in the reasonable opinion of the Administrative Agent (in consultation with the Required Lenders): (i) Accuracy of Representations and Warranties. The representations and warranties of each relevant Borrower Group Company executing Loan Documents on such Drawdown Date set forth in Section 4.01, Section 4.02, Section 4.03, Section 4.12 and Section 4.16 which are made as of each Drawdown Date shall be true and correct in all material respects with reference to facts and circumstances then existing (or if any representation or warranty is stated to have been made as of an earlier date, as of such date) and - 80 - a director, officer or member of each relevant Borrower Group Company shall have certified such to the Administrative Agent subject to the Actual Knowledge of such director, officer or member. (ii) No Event of Default. No Event of Default shall have occurred and be continuing or result from the making of such Loan. (iii) No Servicer Termination Event. No Servicer Termination Event shall have occurred and be continuing or result from the making of such Loan. (iv) Security Deposit Reserve Account. If the Asset is subject to an Asset Operating Lease, the Borrower or an Affiliate of the Borrower shall have caused (or shall cause on such Drawdown Date) the Initial Security Deposit Required Amount for the relevant Asset (if any) to be deposited into the Security Deposit Reserve Account. (v) Maintenance Reserve Account. If the Asset is subject to an Asset Lease, the Borrower or an Affiliate of the Borrower shall have caused (or shall cause on such Drawdown Date) the Initial Maintenance Reserve Required Amount (if any) to be deposited into the Maintenance Reserve Account. (vi) Fund Liquidity Account. The Borrower or an Affiliate of Borrower shall have caused (or shall cause on such Drawdown Date) to be deposited into the Liquidity Account (which, in each case, may be from the proceeds of any Loan extended on a Drawdown Date): (A) solely with respect to the first Drawdown Date after the Closing Date, an amount equal to $1,000,000; (B) solely with respect to the third Drawdown Date after the Closing Date, an amount equal to the amount required to cause the balance in the Liquidity Account to be equal to the Liquidity Account Required Amount; and (C) solely with respect to the Drawdown Date on which the sum of the principal balance of each Loan as of its Drawdown Date (regardless of subsequent principal repayment) exceeds 25% of the Maximum Loan Amount, an amount equal to the amount required to cause the balance in the Liquidity Account to be equal to the Liquidity Account Required Amount. (vii) As of the Drawdown Date, the relevant Asset Lessee or Loan Asset Borrower is not: (A) organized in a Prohibited Jurisdiction; or (B) a Sanctioned Person, unless such Lease or Loan Asset is permitted pursuant to a general or specific license, exemption, exception or waiver issued by any applicable Sanctions Authority. - 81 - (n) Notice of Security Assignment. In the case of an Asset subject to an Asset Operating Lease or Finance Lease, the Security Trustee shall have received a Notice of Security Assignment substantially similar to the form set forth in schedule 11 to the Security Agreement, or such other form that is reasonably acceptable to the Security Trustee notifying the Lessee of the security interest of the Security Trustee in the relevant Lease (which form shall be reasonably acceptable if substantially similar to a Notice of Security Assignment previously provided pursuant hereto); provided that the Borrower shall use commercially reasonable efforts to obtain an acknowledgement from the Asset Lessee or Loan Asset Borrower, as applicable, to such Notice of Security Assignment. (o) Seller Title Instrument. The Administrative Agent shall have received copies of each of the Seller Title Instruments in respect of the Asset (or customary evidence or confirmation that such copies will be delivered promptly following the acquisition of the Asset related to such Loan). (p) Account Control Agreement. The Administrative Agent shall have received an Account Control Agreement, executed and delivered by the applicable Borrower Group Companies, with respect to each Obligor Payment Account and Obligor Funded Account for which it is anticipated that payments will be made into under the relevant Portfolio Documents, in each case to the extent required by the Security Agreement. Section 3.03 Conditions Subsequent. (a) If, on any Drawdown Date, any condition precedent required pursuant to Section 3.02 in respect of any filings or registrations, good standing certificates or opinions which pertain to the Collateral has not been satisfied and is customarily not satisfied prior to the making a drawing having due regard to the advice of applicable legal counsel as to customary time periods and the Borrower has provided the Administrative Agent reasonable prior written notice that such condition precedent may not be satisfied on the Applicable Drawdown Date then such condition precedent shall be waived as a condition to the making of the Loan on such Drawdown Date and the Borrower shall be required to satisfy such condition precedent within 30 days of such Drawdown Date (or such later date as is advised by applicable counsel as appropriate and customary for such condition) or the failure to do so shall be an Event of Default. Section 3.04 Waivers. The conditions set out in this Article III are for the benefit of the Lenders and may be waived in writing, in whole or in part, with or without condition, by the Required Lenders. ARTICLE IV REPRESENTATIONS AND WARRANTIES The Borrower represents and warrants to the Lenders as of the Effective Date and, in respect of Sections 4.01, 4.02, 4.03, and 4.12 and 4.20 (and solely with respect to the Borrower Group Companies executing Loan Documents in connection with such Drawdown Date) on each Drawdown Date, in each case with respect to facts and circumstances then existing, as follows: - 82 - Section 4.01 Organization; Powers. Each Borrower Group Company is an entity duly formed or incorporated, validly existing and, in the case of those jurisdictions and entities where such concept is applicable, in good standing under the laws of its jurisdiction of formation or incorporation and has all organizational powers and all governmental licenses, authorizations, permits, consents and approvals required to carry on its business as now conducted. Section 4.02 Authorization; Enforceability. The Transactions are within each Borrower Group Company’s corporate or other applicable organizational powers and have been duly authorized by all necessary corporate or other applicable organizational action. This Agreement has been duly executed and delivered by the Borrower and constitutes, and each of the other Loan Documents to which it and each other Borrower Group Company is a party when executed and delivered by it or such Borrower Group Company will constitute, its or such other Borrower Group Company’s legal, valid and binding obligations, enforceable against it and each such other Borrower Group Company in accordance with its terms, except as such enforceability may be limited by: (a) bankruptcy, insolvency, reorganization, moratorium, examinership or similar laws of general applicability affecting the enforcement of creditors’ rights; and (b) the application of general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law). Section 4.03 Governmental Approvals; No Conflicts. The Transactions: (a) do not require any consent or approval (including any exchange control approval) of, registration or filing with, or any other action by, any Governmental Authority, by the Borrower or any other Borrower Group Company except for: (i) such as have been obtained or made and are in full force and effect; and (ii) filings, actions and recordings in respect of the Liens created pursuant to the Security Documents, (b) will not violate any Applicable Law or the charter, by laws or other organizational documents of the Borrower or other Borrower Group Company or any order of any Governmental Authority binding on the Borrower or other Borrower Group Company; and (c) will not violate or result in a default under any agreement or other instrument binding upon any Borrower Group Company or any of their respective assets or give rise to a right thereunder to require any payment to be made by any such Person, except for any such default that, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. Section 4.04 Litigation. There are no actions, suits or proceedings by or before any arbitrator or Governmental Authority now pending against or, to the Actual Knowledge of the Borrower, threatened against or adversely affecting a Borrower Group Company (i) as to which there is a reasonably possibility of an adverse determination which, if adversely determined,

- 83 - would reasonably be expected to result in a Material Adverse Effect or (ii) that involve this Agreement. Section 4.05 Compliance with Laws and Agreements. Each Borrower Group Company is in compliance with all laws, regulations and orders of any Governmental Authority applicable to it or its property and all Credit Agreements, agreements and other instruments binding upon it or its property, except where the failure to do so, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect. Section 4.06 Event of Default. No Event of Default has occurred and is continuing. Section 4.07 Use of Credit. No Borrower Group Company is engaged principally, or as one of its important activities, in the business of extending credit for the purpose, whether immediate, incidental or ultimate, of buying or carrying Margin Stock, and no part of the proceeds of any Loan hereunder will be used to buy or carry any Margin Stock. Section 4.08 Special Purpose Status, Etc. No Borrower Group Company has engaged in any activities since its organization or incorporation (as applicable) (other than those incidental to its organization or incorporation (as applicable), the Transactions, the ownership, acquisition, origination and administration of its Assets and other appropriate steps and arrangements for the payment of fees to, and director’s and officer’s insurance for, its directors and officers, the execution of the Loan Documents to which it is a party and the activities referred to in or contemplated by the Loan Documents). No Borrower Group Company owns or has ever owned any assets (other than the Assets and Stock in Borrower Group Companies, and Unfunded Assets and Stock relating thereto) or incurred any liabilities (other than liabilities incurred under the Loan Documents or otherwise permitted pursuant to the Loan Documents). Section 4.09 Investment Company Status; Covered Fund. (a) The Borrower is not required to register as an “investment company” as defined in the Investment Company Act of 1940, as amended (the “Investment Company Act”), on one or more bases other than Section 3(c)(1) or 3(c)(7) of such Act, including that the Borrower does not fall within the definition of “investment company” in Section 3(a)(1) of the Investment Company Act and/or the Borrower qualifies for the exception provided by Section 3(c)(6) of the Investment Company Act. (b) The Borrower is not a “covered fund” for purposes of the regulations adopted to implement Section 619 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (commonly referred to as the “Volcker Rule”). Section 4.10 ERISA. No Borrower Group Company or any ERISA Affiliate thereof sponsors, contributes to, participates in or has any actual or contingent obligations or liabilities pursuant to or with respect to, any Plans or any Multiemployer Plans, in either case in a manner that would reasonably be expected to result in a Material Adverse Effect. - 84 - Section 4.11 OFAC; AML Laws; Anti-Corruption Laws and Sanctions. (a) The Servicer has implemented and maintain in effect policies and procedures designed to promote and achieve compliance by the Borrower with applicable Anti-Corruption Laws, AML Laws and Sanctions. (b) None of: (i) the Borrower, any Borrower Group Company or any of their respective directors or officers, or, to the Actual Knowledge of the Borrower, Affiliates or agents acting in their capacity as such in connection with this Agreement: (A) is a Sanctioned Person; or (B) is in material violation of applicable Anti-Corruption Laws or applicable AML Laws; or (C) is in violation of applicable Sanctions. (c) No Borrower Group Company is engaged in any dealings with any Sanctioned Person in violation of applicable Sanctions. Section 4.12 Title; Collateral. On the Applicable Drawdown Date, each Borrower Group Company will have good title to each Asset being acquired with the proceeds of the Loan being made on such Drawdown Date subject to no Liens other than Permitted Encumbrances. The Security Documents are effective to create in favor of the Security Trustee a legal, valid and enforceable security interest in the Collateral and, when each of the acts which are Post-Closing Items are completed, such security interest will be perfected (and have the priority) in each case to the extent required pursuant to the Security Agreement. Section 4.13 Employees. Each Borrower Group Company has no employees; provided that the managers or directors, as the case may be, and the institutions acting as Owner Trustees and their employees, shall not be deemed to be employees for purposes of this Section 4.13. Section 4.14 No Filing or Stamp Taxes. Under the laws of the jurisdiction of incorporation or organization, as applicable, of any Borrower Group Company, it is not necessary that any stamp, registration, notarial or similar Taxes be paid on or in relation to this Agreement or any other Loan Document, the execution and delivery of any thereof, or the transactions contemplated by this Agreement or any other Loan Document (not including any assignment or transfer by any Lender of any of its rights or obligations under this Agreement or any other Loan Document) except those notified in writing by the Borrower to the Administrative Agent and which have been paid or which will be paid within the time limit for payment of such prescribed by applicable law. Section 4.15 Indebtedness. No Borrower Group Company has any outstanding Indebtedness other than Indebtedness permitted under Section 8.01. - 85 - Section 4.16 GAAP. The assets and liabilities and the assets, and liabilities of each Borrower Group Company, are consolidated with the assets and liabilities of WLFC for purposes of GAAP. ARTICLE V INFORMATION COVENANTS AND APPRAISALS From the Closing Date until the Commitments have expired or been terminated and the principal of and interest on each Loan and all fees and other amounts payable hereunder and under any other Loan Document shall have been paid in full (other than contingent obligations for which no claim has been made), the Borrower covenants and agree with the Lenders that: Section 5.01 Financial Statements and Other Information. (a) Monthly Reports. No later than each Monthly Date, the Borrower shall deliver, or shall cause the Servicer to deliver, a report (each, a “Monthly Report”) in excel format (or similar format) to the Administrative Agent, which shall include, without duplication, the information set forth on Schedule XI and the following information: (i) amounts received in the Collection Account during the previous Collection Period; (ii) the amounts standing to the credit of the Collections Account as of the final day of the Collection Period immediately prior to such Payment Date; (iii) for each LTV Test Date, the calculations of the LTV and the aggregate Maximum LTV Threshold, and a statement as to whether an LTV Trigger Event or LTV Event has occurred and is continuing; (iv) computations of the DSCR as of the relevant DSCR Test Date, (commencing with the third Determination Date after the first Drawdown Date hereunder) and a statement as to whether a DSCR Trigger Event or a DSCR Cash Trap Event has occurred and is continuing; (v) the status of the Concentration Limits as of such Determination Date and a statement as to whether a Concentration Breach Event has occurred; (vi) the portion of the Available Collections Amount to be applied at each level of priority under section 8.01 of the Security Agreement; (vii) the Rental Payments and Loan Asset Payments (on a portfolio or Asset by Asset basis) and any late or deferred payments (on an Asset Lease or Loan Asset basis) for the relevant Collection Period, updated amortization or principal payment schedules for the Loan Assets (if any) and projected Rental Payments and Loan Asset Payments for the succeeding six Collection Periods; - 86 - (viii) the Appraised Value, Maintenance Adjusted CMV and Maintenance Adjusted Base Value for each Owned Asset based on the Relevant Appraisals; (ix) the amount of Net Available Proceeds received during the preceding Collection Period; (x) the amount on deposit in the Maintenance Reserve Account and the Maintenance Reserve Required Amount for such Payment Date; (xi) the amount on deposit in the Liquidity Account and the Liquidity Account Required Amount for such Payment Date; (xii) the amount on deposit in the Security Deposit Reserve Account and the Security Deposit Required Amount for such Payment Date; (xiii) with respect to the most recent Collection Period, a report setting forth in reasonable detail, to the Actual Knowledge of the Borrower, any (a) incidences of damage to any Owned Asset in an amount greater than (i) in the case of an Engine, the greater of $1,000,000 and the damage notification threshold contained in the applicable Asset Lease and (ii) in the case of an Airframe, the greater of $3,000,000 and the damage notification threshold contained in the applicable Asset Lease, as the case may be, during such period, (b) any Obligor material failures to maintain required insurances during such period that are continuing or (c) notice of any early termination (or intended early termination) of any Asset Lease or Loan Asset during such period due to the occurrence of an event of default or similar event thereunder that has not been retracted or withdrawn; (xiv) any re-leases, sales and purchases that occurred during the relevant month; and (xv) whether the Hedging Requirement is satisfied. (b) Annual Financial Statements. The Borrower will furnish to the Facility Agent, within 120 days after the end of each fiscal year of WLFC (unless an extension is approved by the Securities Exchange Commission), copies of the Financial Statements of WLFC for such Fiscal Year accompanied by an unqualified report and opinion by an independent certified public accounting firm. Documents referred to in this clause (b) may be delivered electronically including by publicly available filing. (c) Quarterly Financial Statements. The Borrower will furnish to the Facility Agent, within 90 days after the end of each of the first three Fiscal Quarters of each Fiscal Year of WLFC (unless an extension is approved by the Securities Exchange Commission), copies of the Financial Statements of WLFC for such Fiscal Quarter, certified by an Authorized Representative of the WLFC as presenting fairly in all material respects the financial condition and results of operations of the Persons being reported upon in accordance with GAAP

- 87 - consistently applied. Documents referred to in this clause (c) may be delivered electronically including by publicly available filing. (d) Inspection. Upon reasonable notice, at any time during regular business hours (but not so as to materially interfere with the business of Borrower or the Servicer), the Facility Agent, at the sole cost and expense of the Lenders requesting such inspection (or solely if an Event of Default has occurred and is continuing, the cost and expense of the Borrower), shall have the right to inspect the books and records of the Borrower and its Subsidiaries (and the Borrower will cause the Servicer to permit the Facility Agent to inspect such books and records) up to once during each calendar year and at all times upon the occurrence of an Event of Default which is continuing. (e) Total Loss. The Borrower will furnish to the Administrative Agent written notice of a Total Loss with respect to an Asset promptly after the Borrower becomes aware thereof. (f) Obligor Information. The Borrower or the Servicer on its behalf shall provide, upon reasonable request of the Facility Agent from time to time, to the extent required and received by the applicable Borrower Group Company pursuant to the terms of the applicable Asset Lease or Loan Asset, the annual financial statements of the relevant Obligor party thereto (provided disclosure of such financial statements would not result in a breach of any confidentiality undertaking binding on any Borrower Group Company). To the extent an Obligor does not provide any financial statements when obliged to do so under the applicable Asset Lease or Loan Asset, the Borrower shall cause the Servicer to request such financial statements in accordance with the Standard of Care if requested by the Facility Agent. (g) “Know Your Customer”. On the introduction of any change in law or a proposed assignment or transfer by a Lender, the Borrower shall as soon as reasonably practicable upon the request of the Administrative Agent or any Lender supply such documentation and other evidence in respect of the Borrower or any other Borrower Group Company as is reasonably requested by the Administrative Agent or such Lender and which the Borrower is reasonably able to provide (on behalf of itself or on behalf of any other Borrower Group Company) to any Lender (or prospective new Lender) in order for the Administrative Agent or such Lender (or prospective new Lender) to carry out and be satisfied with the results of all necessary “know your customer” or other checks with respect to applicable AML Laws, including, without limitation, the USA PATRIOT Act and the Beneficial Ownership Regulation or other checks in relation to the transactions contemplated by this Agreement and the other Loan Documents. Section 5.02 Appraisals; Maintenance Annual Estimates. (a) Appraisal Requirements. Each Appraisal which is required to be delivered to the Administrative Agent pursuant to this Agreement shall set forth the desk-top appraisal of the current market value and base value of all Funded Assets (and each Owned Asset which comprises Additional Collateral), as calculated by each of the three applicable Appraisers - 88 - using the same methodology as that used to calculate the Appraised Value pursuant to the Initial Appraisals, adjusted for the utilization of, and maintenance performed on, such Engine. (b) Appraisal Dates. The Borrower shall deliver an Appraisal from each Appraiser together with the Monthly Report relating to the Payment Date immediately following each Appraisal Date. The Appraisal to calculate the Appraised Value shall be determined as of, and such Appraisal shall be dated, a date within 30 days prior to the Appraisal Date. (c) Maintenance Annual Estimates. The Borrower or the Servicer on its behalf shall, no later than the Determination Date immediately following each anniversary of the Closing Date, deliver to the Administrative Agent and the Facility Agent, and the Administrative Agent will include with the next Monthly Report, the Maintenance Annual Estimate, prepared in accordance with the Standard of Care. Promptly after receiving the annual Maintenance Annual Estimate, the Borrower shall cause the Servicer to prepare, based on the Maintenance Annual Estimate (in no event later than the third Business Day before the Payment Date relating to the Determination Date following such anniversary), the initial calculation of the Maintenance Reserve Required Amount for each Payment Date, which shall be adjusted as provided in the last sentence of the definition of Maintenance Required Amount. On each Determination Date, the Servicer shall calculate the difference between the Maintenance Reserve Required Amount for the related Payment Date and the amount available in the Maintenance Reserve Account as of such Payment Date (such difference, if positive, the “Maintenance Reserve Additional Amount” for such Payment Date). The Security Trustee shall apply the Available Collection Amount to make a deposit into the Maintenance Reserve Account on each such Payment Date in accordance with the Security Agreement. The Maintenance Required Amounts and Maintenance Reserve Additional Amount based on any prior Maintenance Annual Estimate will be recalculated after each annual Maintenance Annual Estimate and each Drawdown Date on which a Maintenance Annual Estimate is provided and an Initial Maintenance Reserve Required Amount (if any) is deposited into the Maintenance Reserve Account, as adjusted for each Payment Date as provided in the definition thereof. ARTICLE VI AFFIRMATIVE COVENANTS From the Closing Date until the Obligations Discharge Date, the Borrower covenants and agrees with the Lenders as follows: Section 6.01. Existence; Conduct and Authorizations. The Borrower, in respect of itself and each other Borrower Group Company, will do or cause to be done all things necessary to preserve, renew and keep in full force and effect its and each other Borrower Group Company’s legal existence and the rights, licenses, permits, privileges and franchises material to the conduct of its business, except in each such case (other than in relation to the legal existence, rights, licenses, permits, privileges and franchises of the Borrower) to the extent the same would not reasonably be expected to result in a Material Adverse Effect; provided that the foregoing shall not prohibit any merger, consolidation, liquidation or dissolution permitted under Section 8.03. - 89 - Section 6.02. Payment of Obligations. The Borrower shall, and shall cause each Borrower Group Company to, pay its obligations under each Loan Document, including (subject to Section 6.19) Tax liabilities before the same shall become delinquent or in default, except where: (a) the validity or amount thereof is being contested in good faith by appropriate proceedings; and (b) the Borrower or such other Borrower Group Company has set aside on its books adequate reserves with respect thereto to the extent required by GAAP. Section 6.03. Maintenance of Properties; Insurance. (a) The Borrower will: (i) with respect to any Aircraft Equipment that is subject to an Asset Lease or relates to a Loan Asset, cause the applicable Borrower Group Company to require such Aircraft Equipment to be maintained in a state of repair and condition consistent with the Standard of Care under the applicable Portfolio Documents; (ii) with respect to any Aircraft Equipment that is not subject to an Asset Lease or relates to a Loan Asset, maintain, and cause each such Borrower Group Company to maintain, such Aircraft Equipment in a state of repair and condition consistent with the Standard of Care; and (iii) store or procure the storage of in accordance with the Servicing Agreement, each Off-Lease Asset, repossessed Aircraft Equipment and all Owned Asset Documents in a manner consistent with the Standard of Care. Notwithstanding the foregoing, no breach of this Section 6.03(a) shall be deemed to have occurred by virtue of any act or omission of an Asset Lessee, sub-lessee Loan Asset Borrower, or of any Person (other than any Borrower Group Company) which has possession of the Aircraft Equipment for the purpose of repairs, maintenance, modification or storage, or by virtue of any requisition, seizure, or confiscation of the Aircraft Equipment (other than seizure or confiscation arising from a breach by a Borrower Group Company of this Section 6.03) (each, a “Third Party Event”); provided that: (A) no Borrower Group Company affirmatively consents or has affirmatively consented to such Third Party Event; and the applicable Borrower Group Company takes action, or causes the Servicer to take action in accordance with the Servicing Agreement, with respect to such Third Party Event that is has Actual Knowledge of in accordance with the Standard of Care. (b) The Borrower Group Companies shall maintain or cause to be maintained by the Servicer, or require an Obligor to maintain pursuant to the applicable Portfolio Documents, - 90 - with reputable and responsible insurers (or with insurers that maintain relevant reinsurance with reputable and responsible reinsurers) for each Asset: (i) hull insurance and liability insurance for each Asset, including spares and hull war and related perils insurance, in each case to the extent, and having such coverage, as is consistent with the Standard of Care; (ii) hull insurance, including (to the extent, and having such coverage, as is consistent with the Standard of Care) spares and hull war and related perils insurance, for each Asset in an amount at least equal to the Allocable Amount of the Loan relating to such Asset which, in the case of an Owned Asset names the Security Trustee as loss payee or a contract party subject to an AVN67B or AVN67C endorsement or its equivalent; (iii) liability insurance denominated in Dollars (or the equivalent thereof from time to time if such insurance is denominated in a currency other than Dollars) for each Asset and occurrence in amounts at least equal to the relevant amount set forth on Schedule X for each type of Asset which names the applicable Borrower Group Companies, the Servicer (unless otherwise agreed by the Servicer), the Security Trustee and each other Secured Party as additional insureds or contract parties subject to an AVN67B or AVN67C endorsement or its equivalent; provided that the requirement to name the Secured Parties as additional insureds shall be satisfied by reference in the applicable insurance certificates to “Secured Parties” or “Lenders” (as applicable) as defined in this Agreement and there shall be no requirement to name each Secured Party individually, and there shall be no obligation to name a Hedging Provider as additional insured; and (iv) hull all risk and liability contingent on the continuing insurance by the operator of the related aircraft to follow the terms and conditions of the related operator’s insurance to protect the interests of each applicable Borrower Group Company, the Security Trustee, the Administrative Agent and the Lenders in the event (A) the operator’s policy fails to respond, (B) the operator has failed to maintain sufficient coverage under the corresponding Asset Lease or Loan Asset or, (C) in case of liability insurance, an error or omission causes coverage to be insufficient, in each case to the extent, and having such coverage, as is consistent with the Standard of Care. provided, however, that with respect to any such insurance for any Asset subject to an Asset Lease or Loan Asset, such insurance may be subject to commercially reasonable deductible and self-insurance arrangements agreed by the Servicer in accordance with the Standard of Care (taking into account, inter alia, the creditworthiness and experience of the applicable Obligor, if any, the type of Airframe or Aircraft Engine and market practices in the aircraft or Aircraft Engine insurance industry generally). The coverage and terms (including endorsements, deductibles and self-insurance arrangements) of any insurance maintained with respect to any Asset not subject to an Asset Lease or Loan Asset shall be consistent with the Standard of Care. (c) In determining the amount of insurance required to be maintained in accordance with Section 6.03(b)(i) with respect to any Asset subject to an Asset Lease or Loan Asset entered into after the Closing Date, the Borrower Group Companies may take into account any indemnification from, or insurance provided by, any governmental, supranational or inter-

- 91 - governmental authority or agency, the sovereign foreign currency debt of which is rated at least AA (unless market practice for the particular government is to accept a lesser rating), or the equivalent, by at least one of S&P or Moody’s, against any risk with respect to an Asset at least in an amount which, when added to the amount of insurance against such risk maintained by the Borrower (or which the Borrower has caused to be maintained), shall be at least equal to the amount of insurance against such risk otherwise required by this Section 6.03(b) (taking into account self-insurance permitted by this Section 6.03(b)). Any such indemnification or insurance provided by such government shall provide substantially similar protection as the insurance required by Section 6.03. Section 6.04. Books and Records. The Borrower will, and will cause each other Borrower Group Company to, keep proper books of record and account in which full, true and correct entries are made of all dealings and transactions in relation to its business and activities. Section 6.05. Compliance with Laws; Maintenance of Permits. (a) The Borrower will, and will cause each other Borrower Group Company to: (i) comply in all material respects with all Applicable Laws; (ii) comply in all material respects with the terms of all Asset Leases and Loan Assets, the Servicing Agreement and other material agreements entered into in the conduct of its business; (iii) obtain and maintain all material governmental (including regulatory) registrations, certificates, licenses, permits and authorizations required for the use and operation of its Aircraft Equipment, including, without limitation, a current certificate of airworthiness for each Airframe (issued by the Applicable Aviation Authority and in the appropriate category for the nature of the operations of such Funded Asset), except that: (A) no certificate of airworthiness shall be required for any Aircraft Equipment: (1) during any period when such Aircraft Equipment is undergoing maintenance, modification or repair; or (2) following the withdrawal or suspension by such Applicable Aviation Authority of certificates of airworthiness in respect of all Airframes or all Aircraft Engines, as applicable, of the same model or period of manufacture as such Aircraft Equipment (in which case the Borrower will, and will cause each other Borrower Group Company to, comply with all directions of such Applicable Aviation Authority in connection with such withdrawal or suspension); (B) no registrations, certificates, licenses, permits or authorizations required solely for the use or operation of any Aircraft Equipment need be obtained with respect to any period when such Aircraft Equipment is not being operated; and - 92 - (C) no such registrations, certificates, licenses, permits or authorizations shall be required to be maintained for any Aircraft Equipment that is not the subject of an Asset Lease or a Loan Asset, except to the extent required under Applicable Law; (iv) not cause or knowingly permit, directly or indirectly, through any of its Subsidiaries, any Obligor to operate any Funded Asset under any Asset Lease or Loan Asset in any material respect contrary to any Applicable Law; and (v) not knowingly permit, directly or indirectly, through any of its Subsidiaries, any Obligor not to obtain and maintain any material governmental (including regulatory) registrations, certificates, licenses, permits and authorizations required for such Obligor’s use and operation of any Funded Asset under any Asset Lease or Loan Asset except as provided, mutatis mutandis, in paragraphs (iii), (A) and (B) of this Section above, except in each case where the failure to comply with the obligations in this paragraph, individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. (b) Notwithstanding the foregoing, no breach of this Section 6.05 shall be deemed to have occurred by virtue of any Third Party Event; provided that: (i) no Borrower Group Company or the Servicer affirmatively consents or has affirmatively consented to such Third Party Event; and (ii) the Borrower Group Company acts or causes the Servicer to act with respect to such Third Party Event that it has Actual Knowledge of in accordance with the Standard of Care. Section 6.06. Use of Proceeds. The proceeds of each Loan made in respect of an Asset will be used to partially fund (or refinance equity or existing loans funded in respect of) the purchase price of such Asset and to pay fees and expenses in connection therewith. No part of the proceeds of any Loan will be used, whether directly or indirectly, for any purpose that entails a violation of any of the Regulations of the Federal Reserve Board, including Regulations U and X. Section 6.07. Hedging Agreements. The Borrower shall enter into or terminate Hedging Agreements such that the Borrower shall satisfy, in the aggregate, the Hedging Requirement with respect to the Loans, in each case determined as of (i) a date within 30 days after each Hedging Requirement Test Date (or, if Term SOFR increases by at least 50 bps during such 30-day period (as compared to Term SOFR as of such Hedging Requirement Test Date), within five days of the Borrower’s receipt of notice of such increase) and (ii) the Commitment Termination Date. “Hedging Requirement Test Date” means (a) each Drawdown Date, (b) the date of any prepayment pursuant to Section 2.08(a), (c) the date of any release of Asset from the Lien of the Security Agreement, (d) the date of the termination of any Hedging Agreement. Section 6.08. Further Assurances. The Borrower shall, and shall cause each other Borrower Group Company from time to time to execute and deliver, or cause to be executed and delivered, such additional instruments, certificates or documents, and take such actions, as the Administrative Agent may reasonably request for the purposes of implementing or effectuating the provisions of this Agreement and the other Loan Documents, or for more fully perfecting, - 93 - renewing or protecting the rights of the Administrative Agent, the Security Trustee and the Lenders with respect to the Collateral (or with respect to any additions thereto or replacements or proceeds thereof or with respect to any other property or assets hereafter acquired by any Borrower Group Company which may be deemed to be part of the Collateral) pursuant hereto or thereto (but subject to the terms thereof). Upon the exercise by the Administrative Agent, the Security Trustee or any Lender of any power, right, privilege or remedy pursuant to this Agreement or the other Loan Documents which requires any consent, approval, recording, qualification or authorization of any Governmental Authority, the Borrower shall, and shall cause each other Borrower Group Company to, execute and deliver, or will cause the execution and delivery of, all applications, certifications, instruments and other documents and papers that the Administrative Agent, the Security Trustee or such Lender may be required to obtain from the Borrower Group Companies for such governmental consent, approval, recording, qualification or authorization. Section 6.09. Governmental Approvals. The Borrower shall, and shall cause each Borrower Group Company to, promptly obtain from time to time at its own expense all such governmental licenses, authorizations, consents, permits and approvals as may be required for such Borrower Group Company to: (a) comply with its obligations, and preserve its rights under, each of the Loan Documents except (other than in relation to the Borrower) as would not reasonably be expected to result in a Material Adverse Effect; and (b) maintain the existence, priority and perfection of the Liens purported to be created under the Security Documents to the extent required under the Loan Documents. Notwithstanding the foregoing, no breach of paragraph (a) of this Section 6.09 shall be deemed to have occurred by virtue of any Third Party Event; provided that: (i) no Borrower Group Company or the Servicer affirmatively consents or has affirmatively consented to such Third Party Event; and (ii) the Borrower Group Company acts or causes the Servicer to act with respect to such Third Party Event that it has Actual Knowledge of in accordance with the Standard of Care. Section 6.10. ERISA. No Borrower Group Company shall take, or permit or suffer to be taken, any action which would cause any of the representations or warranties set forth in Section 4.10 hereof to cease to be true and correct. Section 6.11. Payment of Collections into Collections Account. The Borrower will and will cause each other Borrower Group Company to promptly pay all Collections received by such Person into the Collections Account or an Obligor Payment Account (with amounts paid to an Obligor Payment Account then to be paid to the Collections Account as specified in the Security Agreement). - 94 - Section 6.12. Minimum Provisions. Each Asset Lease and Loan Asset shall contain provisions consistent with the Minimum Provisions and that are otherwise consistent with the Standard of Care. Section 6.13. Opinions. The Borrower shall not, and shall not permit any of the Borrower Group Companies to, enter into, any Asset Lease or Loan Asset with any Person (other than another Borrower Group Company) or change the jurisdiction of registration of any Funded Asset that is subject to an Asset Lease, unless, upon entering into such Asset Lease or Loan Asset or changing the jurisdiction or registration of such Funded Asset (or within a commercially reasonable period thereafter), the Servicer obtains such legal opinions with regard to compliance with the registration requirements of the relevant jurisdiction, enforceability of the Asset Lease or Loan Asset, the perfection of the Liens granted in favor of the Security Trustee with respect to the applicable Funded Asset, Asset Lease or Loan Asset, the registration of registrable interests under the Cape Town Convention and such other matters customary for such transactions and that are applicable to such transactions, to the extent that receiving such legal opinion is consistent with the Standard of Care. Upon receipt of any such opinion, the Borrower Group Companies shall cause the Servicer to deliver a copy thereof to the Administrative Agent. Section 6.14. Registration of Aircraft Equipment. In connection with any registration or re-registration of any Aircraft Equipment in any country: (a) the obligations of each of the Borrower Group Companies under this Agreement, and of each Borrower Group Company under the Loan Documents to which it is a party, shall remain or be, as the case may be, valid, binding and enforceable (in each case subject to customary exceptions) in such country (which may be established by confirming that, subject to customary exceptions, the courts of such country will recognize and give effect to the choice of law provisions thereof) or in the jurisdiction to which the laws of such country would refer as the applicable governing jurisdiction (and with respect to the Security Documents, to the extent required thereunder); (b) any import permits necessary to take such Aircraft Equipment into such country shall be in full force and effect (or arrangements shall have been made for such permits to be timely in effect); (c) any value-added Tax, customs duty, tariff or similar Tax relating to the change in jurisdiction or registration of such Aircraft Equipment shall have been paid in full (or arrangements shall have been made for such amounts to be timely paid which may include the concerned Obligor having covenanted to pay the same); and (d) it shall not be necessary for the Lenders or Security Trustee to register or qualify to do business in such country but for the letting of or holding security interest over such Aircraft Equipment in such country (or the Borrower shall have provided indemnification reasonably satisfactory to the affected Lenders or Security Trustee in respect thereof). Section 6.15. Sanctions; AML. The Borrower will not, nor will it permit any Borrower Group Company to, knowingly lease or re-lease any Owned Asset to any Asset Lessee or knowingly make any loans pursuant to any Loan Asset to a Loan Asset Borrower located in, or

- 95 - as a result of which such Funded Asset would be, or would be permitted to be habitually operated, in any Sanctioned Jurisdiction, or to any Obligor that is a Sanctioned Person, in each case, in violation of applicable Sanctions. The Borrower will not request any Loan and the Borrower shall not use, and shall procure that the Borrower Group Companies shall not use, directly or knowingly indirectly, the proceeds of any Loan, or lend, contribute or otherwise make available such proceeds to any Borrower Group Company, other Affiliate, joint venture partner or other Person: (a) in furtherance of an offer, payment, promise to pay, or authorization of the payment or giving of money, or anything else of value, to any Person in violation of applicable Anti-Corruption Laws or AML Laws; (b) for the purpose of funding, financing or facilitating any activities, business or transaction of or with any Sanctioned Person, or in any Sanctioned Jurisdiction, in each case in violation of applicable Sanctions; or (c) in any manner that would constitute a violation of applicable Sanctions by any party hereto. The Servicer will continue to implement and maintain in effect policies and procedures reasonably designed to promote and achieve compliance by the Borrower with applicable Anti-Corruption Laws, AML Laws and Sanctions. Section 6.16. Compliance and Agreement. The Borrower shall comply, and shall cause each Borrower Group Company to comply, in all material respects, with the provisions of the Loan Documents to which it is a party. The Borrower shall ensure that title to each Asset shall be held or beneficially (including by way of beneficial ownership of a trust) held by a Borrower Group Company. Section 6.17. Maintenance of Separate Existence. Except to the extent permitted by this Agreement or the other Loan Documents, the Borrower and each Borrower Group Company shall conduct its business such that it is (and the Borrower shall cause each other Borrower Group Company to conduct such Borrower Group Company’s business such that such Borrower Group Company is) a separate and readily identifiable business from, and independent of, any Person that is not a Borrower Group Company, including WLFC (collectively, “Unrelated Parties”), and further covenants that the Borrowers and each other Borrower Group Company shall: (i) observe all corporate formalities necessary to remain a legal entity separate and distinct from, and independent of, each Unrelated Party and any other Person; (ii) maintain its assets in such a manner that it is not difficult to segregate, identify or ascertain such assets; (iii) maintain its own books and records and bank accounts separate from those of each Unrelated Party and any other Person except as otherwise contemplated by the constitutional documents of the Borrower Group Companies or the Loan Documents; - 96 - (iv) pay its obligations in the ordinary course of business as a legal entity separate from each Unrelated Party and any other Person, except as otherwise required or permitted under the Loan Documents; (v) keep its funds separate and distinct from any funds of each Unrelated Party and any other Person, and receive, deposit, withdraw and disburse such funds separately from any funds of each Unrelated Party and any other Person; (vi) not assume, guarantee or pay the debts or obligations of any Unrelated Party or any other Person or otherwise pledge its assets for the benefit of any Unrelated Party or any other Person except as otherwise permitted under the Loan Documents; (vii) not hold out that it is a division of WLFC or any other Person or that each Unrelated Party or any other Person is a division of it; (viii) except as otherwise permitted under the Loan Documents, not hold out its credit or assets as being available to satisfy the obligations of others; (ix) not induce any third party to rely on the creditworthiness of any Unrelated Party or any other Person in order that such third party will contract with it, except (A) a guarantee (or other undertaking) by WLFC in respect of any obligations of a Borrower Group Member under, or in connection with, an Asset Lease or Loan Asset or otherwise in connection with the lease, sale, purchase, maintenance or storage of any Asset or Unfunded Asset, as applicable, and (B) as otherwise permitted under the Loan Documents; (x) not commingle its assets or funds with those of any Unrelated Parties or any other Person; (xi) correct any known misunderstanding regarding its separate identity; (xii) conduct business in its own name; (xiii) allocate and charge fairly and reasonably any common overhead shared with Affiliates; (xiv) not acquire the securities of any Unrelated Party or any Affiliate thereof (other than any Borrower Group Company); and (xv) not enter into any transactions between it and any Unrelated Party or any other Person that are more favorable to such Person than transactions that the parties would have been able to enter into at such time on an arm’s-length basis with a non-affiliated third party, other than any agreements in effect on the date hereof; and (xvi) transact all business with Affiliates on an arm’s length basis, except as permitted under the Loan Documents including as may be contemplated above. For the avoidance of doubt, the Borrower Group Companies are authorized to, and to permit other Borrower Group Companies to (i) lease to an Affiliate that is a leasing intermediary, - 97 - including, but not limited to, as part of a “lease-in/lease-out” arrangement and (ii) engage in any activity or other undertaking expressly required or expressly authorized by the Loan Documents and the Servicing Agreement. Section 6.18. Bankruptcy and Insolvency; Corporate Governance. The Borrower: (a) shall promptly after having Actual Knowledge thereof provide the Security Trustee and the Administrative Agent with written notice of the institution of any proceeding by or against any Borrower Group Company seeking to adjudicate any of them bankrupt or insolvent or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, examinership, relief or composition of their debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors or seeking the entry of an order for relief or the appointment of a receiver, trustee, examiner or other similar official for it or for any substantial part of its property; (b) shall not take any action to waive, repeal, amend, vary, supplement or otherwise modify any provision of its Organizational Documents that would adversely affect the rights, privileges or preferences of the Security Trustee or any Lender as determined by the applicable board of directors or managers, as the case may be; and (c) shall not, without an affirmative unanimous written resolution of the board of directors, take any action to waive, repeal, amend, vary, supplement or otherwise modify: (i) the provisions of its Organizational Documents which require a unanimous resolution of the directors or managers, as the case may be, or limits the actions of beneficial interest holders, with respect to voluntary insolvency proceedings or consents to involuntary insolvency proceedings; or (ii) any similar provisions of the Organizational Documents of the Borrower Group Companies. Section 6.19. Taxes. The Borrower shall, and shall cause each Borrower Group Company to, duly and punctually pay and discharge all Taxes that it is obligated to pay, that, if not paid, could reasonably be expected to result in a Material Adverse Effect, before the same shall become delinquent, except to the extent that: (a) payment is being contested in good faith; (b) adequate reserves are maintained for those Taxes; and (c) payment can be lawfully withheld. The Borrower shall maintain its status as an entity that for U.S. federal income tax purposes is disregarded as separate from the Parent. - 98 - Section 6.20. Security Deposit Reserve Account, Maintenance Reserve Account and Liquidity Account. (a) On the Effective Date and on each Payment Date, the Borrower shall cause there to be deposited (i) into the Security Deposit Reserve Account, the Security Deposit Additional Amount, if any, (ii) into the relevant Maintenance Reserve Account, the Maintenance Reserve Additional Amount, if any and (iii) subject to Section 6.07 of the Security Agreement, into the Liquidity Account, the Liquidity Account Additional Amount, if any, in each case to the extent of Available Collections Amount. (b) On each Drawdown Date, the Borrower shall cause there to be deposited (i) in the case of an Owned Asset that is the subject of the relevant Drawdown Date, into the Security Deposit Reserve Account, an amount in cash equal to the Initial Security Deposit Required Amount (if any) in respect of Owned Asset that is a subject of such Drawdown Date and(ii) in the case of an Owned Asset that is the subject of the relevant Drawdown Date, into the relevant Maintenance Reserve Account, an amount in cash equal to the Initial Maintenance Reserve Required Amount (if any) in respect of the Owned Asset that is a subject of such Drawdown Date. ARTICLE VII FACILITY TESTS Section 7.01. LTV Test. (a) If, on any day other than an LTV Test Date, an LTV Event occurs, the Borrower may, at any time thereafter remedy such LTV Event by: (i) prepaying the Loans in accordance with Section 2.08(b); (ii) providing Additional Collateral in accordance with Section 7.05. (b) If, on any LTV Test Date, an LTV Trigger Event occurs, the Borrower shall, within three months of such LTV Trigger Event to the extent that such LTV Trigger Event is still continuing, remedy such LTV Event by: (i) prepaying the Loans in accordance with Section 2.08(e)(iii); (ii) providing Additional Collateral in accordance with Section 7.05. (c) In order to remedy any LTV Event or LTV Trigger Event in accordance with and for the purposes of this Agreement, the Borrower shall be required to prepay the Loans or provide Additional Collateral in such amount (based off the Value of such Additional

- 99 - Collateral) that if the LTV were calculated immediately after such prepayment or the provision of Additional Collateral, no LTV Event or LTV Trigger Event, as applicable, would be continuing. Section 7.02. DSCR. (a) In the event that any DSCR Trigger Event is determined to have occurred, the Borrower shall, within six months of such DSCR Trigger Event to the extent that the DSCR Trigger Event is continuing, remedy such DSCR Trigger Event by prepaying the Loans in accordance with Section 2.08(e)(iv). In the event that any DSCR Cash Trap Event is determined to have occurred on any DSCR Test Date, the Borrower may remedy such DSCR Cash Trap Event by prepaying the Loans in accordance with Section 2.08(b). (b) In order to remedy the DSCR during any DSCR Cash Trap Event or DSCR Trigger Event, in accordance with and for the purposes of this Agreement, the Borrower shall be required to prepay the Loans in such amount that if the DSCR were calculated immediately after such prepayment, neither a DSCR Cash Trap Event nor a DSCR Trigger Event would be occurring. Section 7.03. Concentration Limits. (a) If on any Concentration Limit Test Date, a Concentration Breach Event occurs, the Borrower may remedy such Concentration Breach Event by: (i) prepaying the applicable Loan or Loans in accordance with Section 2.08(b); or (ii) providing Additional Collateral in accordance with Section 7.05. (b) In order to remedy any Concentration Breach Event in accordance with and for the purposes of this Agreement, the Borrower shall be required to prepay the Loans or provide Additional Collateral in such amount (which shall be based off the Value of such Additional Collateral) that if the Concentration Limits were calculated immediately after such prepayment or the provision of Additional Collateral, no Concentration Breach Event would be continuing. Section 7.04. Weighted Average Remaining Lease Term. (a) On each Drawdown Date and each Determination Date, the Weighted Average Remaining Lease Term shall be calculated. (b) If a Weighted Average Remaining Lease Term Event occurs, the Borrower may, at any time thereafter remedy such Weighted Average Remaining Lease Term Event by: (i) prepaying the Loans in accordance with Section 2.08(b); or (ii) providing Additional Collateral in accordance with Section 7.05. - 100 - (c) In order to remedy any Weighted Average Remaining Lease Term Event in accordance with and for the purposes of this Agreement, the Borrower shall be required to prepay the Loans or provide Additional Collateral in such amount (based off the Remaining Lease Term of such Operating Lease and the Appraised Value of the related Aircraft Equipment) that if the Weighted Average Remaining Lease Term were calculated immediately after such prepayment or the provision of Additional Collateral, no Weighted Average Remaining Lease Term Event would be continuing. Section 7.05. Additional Collateral. (a) In order to remedy or prevent the occurrence of any Early Amortization Event or at any other time, the Borrower may pledge an Asset as collateral by executing, or causing a Borrower Group Company to execute, a Collateral Supplement in respect of such Asset in respect of which no Loan is outstanding, and providing such documents and evidence and satisfying the conditions as specified in Section 3.02(b), Section 3.02(c), Section 3.02(d), Section 3.02(e), Section 3.02(f), Section 3.02(h), Section 3.02(m)(ii) and by providing a copy of the Initial Appraisals in respect of such Asset and the Collateral Supplement and applicable Borrower Group Company relating thereto. In order to prevent or remedy any Early Amortization Event by a pledge of Additional Collateral, such Additional Collateral must, together with all other items of Additional Collateral, have a Permitted Advance Amount at least equal to the amount which the Borrower would be required to prepay a Loan or Loans in accordance with Section 2.08(b) in order to remedy such Early Amortization Event. (b) When providing Additional Collateral to remedy or prevent the occurrence of any Early Amortization Event, the Borrower shall notify the Administrative Agent as to which Early Amortization Event such Additional Collateral is intended to remedy. (c) If on any applicable subsequent EA Test Date, the relevant Early Amortization Event has been remedied and would not occur following the release of the Additional Collateral previously provided if calculated following the release thereof, and provided no Event of Default or other Early Amortization Event has occurred and is continuing after giving effect to such release, or would result from such release, at the written request and cost of the Borrower, the Security Trustee will release the Lien created over the Additional Collateral in accordance with section 10.14 of the Security Agreement as soon as reasonably practicable following the Payment Date which occurs immediately after such subsequent EA Test Date. (d) In addition to the foregoing, following the payment in full of any Loans related to an Asset, including by any prepayment of such Loans, the Borrower may choose not to release the Lien created over such Asset and such Asset shall be Additional Collateral for so long as the Lien over such Additional Collateral has not been released. - 101 - ARTICLE VIII NEGATIVE COVENANTS From the Closing Date until the Obligations Discharge Date, the Borrower covenants and agrees with the Lenders that: Section 8.01. Indebtedness. The Borrower will not, nor will it permit any other Borrower Group Company to, create, incur, assume or permit to exist any Indebtedness, except: (a) Indebtedness created under this Agreement or the Loan Documents; (b) Indebtedness constituting any obligation owed to any Obligor under an Asset Lease or Loan Asset or, in the case of any Unfunded Asset, similar obligations owed to any lessee under a lease of such Unfunded Asset; (c) any Subordinated Indebtedness; (d) Indebtedness between Borrower Group Companies which is unsecured and subordinated to the Obligations or is recorded by way of book entry or on an undocumented basis and noted as being subordinated to the Obligations; (e) Hedging Agreements entered into in accordance with Section 6.07; or (f) any reimbursement, Guarantee, counter-indemnity or similar obligation, of any Borrower Group Company (provided that any Asset Owning Entity shall only enter into such obligation in respect of its own property) that guarantees or in effect guarantees, or which is given to induce, or as a condition to or requirement of, the issue by another Person (including any bank) of any guarantee, letter of credit, deposit, bond or other assurance in favor of any Governmental Authority, Lessee, airport authority, or third party maintenance or repair performer, to secure return of any Aircraft Equipment or other property of such Borrower Group Company, or guarantees performance by a Borrower Group Company under an Asset Lease or Loan Asset. Section 8.02. Liens. The Borrower will not, nor will it permit any other Borrower Group Company to, create, incur, assume or permit to exist any Lien (other than with respect to Segregated Funds), on any property or asset now owned or hereafter acquired by it (including, without limitation, all shares of capital stock, all beneficial interests in trusts, all ordinary shares and preferred shares and any options, warrants and other rights to acquire such shares or interests (“Ownership Interests”) and any Indebtedness of any other Borrower Group Company held by the Borrower), or assign or sell any income or revenues (including accounts receivable) or rights in respect of any thereof, except Permitted Encumbrances. Section 8.03. Fundamental Changes. (a) The Borrower will not, nor will it permit any other Borrower Group Company to enter into any transaction of merger or consolidation or amalgamation, or liquidate, - 102 - wind up or dissolve itself (or suffer any liquidation or dissolution). The Borrower will not, nor will it permit any other Borrower Group Company to: (i) change its jurisdiction of organization without giving at least 30 days’ prior written notice to the Administrative Agent and the Security Trustee; (ii) acquire any business or property from, or Stock of, or be a party to any acquisition of, any Person except in connection with acquisition of Assets and Unfunded Assets and purchases of property to be sold or used in the ordinary course of business as permitted hereunder; or (iii) issue or transfer any Stock to any person; provided that the Borrower may issue Stock to or accept a contributed surplus from WLFC. (b) Notwithstanding the foregoing provisions of this Section 8.03: (i) a Borrower Group Company may at any time establish a lease-in lease-out company as a Subsidiary whereupon such Subsidiary shall become a Borrower Group Company; (ii) any Borrower Group Company may sell, lease, transfer or otherwise dispose of any or all of its property (upon voluntary liquidation or otherwise) to any other Borrower Group Company; (iii) a Borrower Group Company may sell an Asset or Assets to the extent not prohibited by Section 8.09 and provided it has complied with Section 2.08(e)(ii); (iv) any Non-Significant Subsidiary may be liquidated or dissolved; and (v) any Asset Owning Entity may declare a trust over its Assets in favor of another Borrower Group Company; provided that such trust does not contain any terms adverse to the interests of the Administrative Agent and the Lenders and such Borrower Group Company’s beneficial interest in such trust is at all times subject to the Lien of the Security Agreement. Section 8.04. Investments. The Borrower will not, nor will it permit any other Borrower Group Company to, make or permit to remain outstanding any Investments, except: (a) Investments made as part of the acquisition of Assets; (b) Permitted Investments held in the Accounts which are subject to the Lien of the Security Documents; (c) Investments by a Borrower Group Company in another Borrower Group Company or Asset Owning Entity; (d) Hedging Agreements entered into in accordance with Section 6.07;

- 103 - (e) Investments constituting: (i) account receivables owing to any of them if created or acquired in the ordinary course of business and payable or dischargeable in accordance with customary terms; (ii) negotiable instruments held and endorsed for collection in the ordinary course of business; (iii) lease, utility and other similar deposits in the ordinary course of business; (iv) prepayments and deposits to suppliers in the ordinary course of business; (v) Investments corresponding to Indebtedness permitted by Section 8.01(c) and (d); and (vi) Investments in securities and instruments of trade creditors or customers in the ordinary course of business and consistent with the past practices that are received in settlement of bona fide disputes or pursuant to any plan of reorganization or liquidation or similar arrangement upon the bankruptcy or insolvency of such trade creditors or customers; and (f) Investments to the extent such Investments reflect an increase in the value of Investments otherwise permitted under this Section 8.04. Section 8.05. Restricted Payments. The Borrower will not, nor will it permit any other Borrower Group Company to, declare or make, or agree to pay or make, directly or indirectly, any Restricted Payment, except to the extent such amounts would be permitted to be distributed to or as directed by the Borrower pursuant to section 8 of the Security Agreement, and except that, notwithstanding the foregoing, the Borrower may declare and pay dividends with respect to its Stock payable solely in additional shares of such common stock. Nothing herein shall be deemed to prohibit the payment of dividends or distributions by any Borrower Group Company to the Borrower or other Borrower Group Company or to prohibit any other transaction specifically permitted in the Loan Documents. Section 8.06. Transactions with Affiliates. The Borrower will not, nor will it permit any other Borrower Group Company to, sell, lease or otherwise transfer any property or assets to, or purchase, lease or otherwise acquire any property or assets from, or otherwise engage in any other transactions with, any of its Affiliates, except: (a) transactions between Borrower Group Companies or Asset Owning Entities; (b) investments permitted by Section 8.04; (c) any Restricted Payment permitted by Section 8.05; - 104 - (d) customary fees paid, and customary indemnities provided, to managers and directors of the Borrower Group Companies; (e) the consummation of the Transactions; (f) the entry into and performance of the Servicing Agreement (including the making of any payments to any permitted sub-servicer in accordance with the Servicing Agreement); (g) the entry into with Affiliates and the making of payments under tax sharing agreements (or tax distribution provisions in partnership or similar agreements) containing customary terms and as reasonably approved by the Facility Agent; (h) any Disposition of an Asset that is otherwise in accordance with the terms hereof; and (i) distribution of any funds received by it pursuant to section 8 of the Security Agreement. Section 8.07. Restrictive Agreements. The Borrower will not, nor will it permit any Borrower Group Company to, directly or indirectly, enter into, incur or permit to exist any agreement or other arrangement that prohibits, restricts or imposes any condition upon: (a) the ability of any Borrower Group Company to create, incur or permit to exist any Lien upon any of its property or assets, or (b) the ability of any Borrower Group Company to pay dividends or other distributions with respect to any shares of its capital or the ability of any Borrower Group Company to make or repay loans or advances to the Borrower or any of its respective Subsidiaries or to Guarantee Indebtedness of the Borrower or any of its respective Subsidiaries; provided that: (i) the foregoing shall not apply to: (A) restrictions and conditions imposed by law or by this Agreement or related documentation, or (B) customary restrictions and conditions contained in agreements relating to the sale of any property pending such sale; provided that such restrictions and conditions apply only to the property that is to be sold and such sale is permitted under this Agreement; and (ii) paragraph (a) of the foregoing shall not apply to customary provisions in Asset Leases or Loan Assets and other contracts restricting the assignment thereof or the property subject thereto. - 105 - Section 8.08. Operating Covenants. (a) The Borrower will not, or will permit any other Borrower Group Company to, (i) lease or re-lease, sell, assign, transfer or otherwise voluntarily dispose of (including any disposition pursuant to Section 8.09 but excluding any Purchase Option in respect of which a Borrower Group Company does not have any discretion with regards to the exercise of such and excluding any transfer of an Asset pursuant to a forced transfer provision in any Loan Asset), any Asset if after effecting such lease or re-lease, sale, disposition, assignment or transfer (and for these purposes, any lease or re-lease shall be considered to be effected on the date on which the subject leasing or re-leasing commences and any sale, assignment or transfer, or other voluntary disposition shall be considered to be effected on the date on which the sale, assignment or transfer, or other voluntary disposition is completed) a Concentration Breach Event would occur or continue following such lease, re-lease, sale, disposition, assignment or transfer; provided that any lease, re-lease, sale or any voluntary disposition of an Unutilized Asset which improves a current breach of any Concentration Limits (and does not cause a Concentration Breach Event in respect of any of the other Concentration Limits) shall not constitute a breach of this Section 8.08; (ii) at the time of execution of such Lease, lease or re-lease any Owned Asset to a lessee that as of such time is: (A) organized in a Prohibited Jurisdiction; or (B) a Sanctioned Person, unless such Lease is permitted pursuant to a general or specific license, exemption, exception or waiver issued by any applicable Sanctions Authority; (b) The Borrower will not, or permit any other Borrower Group Company to, incur any Capital Expenses, other than Maintenance and Modification Expenses and Capital Expenses for which the Borrower has reserved in accordance with the definition of “Maintenance Reserve Required Amount” drawn from the Maintenance Reserve Account, for the purpose of effecting any optional improvement or modification of any Funded Asset, including the purchase of any Aircraft Engine or parts, unless in the ordinary course of business (including any transitioning or refurbishment of a Funded Asset performed in connection with the proposed leasing or sale of such Funded Asset and including any manufacturer or aircraft authority directive). Notwithstanding the foregoing, any Borrower Group Company may make payments to effect any such optional improvements or modifications to the extent solely funded by an equity contribution or Subordinated Indebtedness or amounts paid at the direction of the Borrower pursuant to section 8.01(a)(xvi) or section 8.01(d)(viii). (c) Unfunded Assets. The Borrower will not, nor will it permit any other Borrower Group Company to (i) own an Unfunded Asset for a period of longer than 60 calendar days, (ii) own or acquire an Unfunded Asset which is subject to any Liens other than Permitted Encumbrances or which would cause the Borrower to breach the covenant set forth at Section 6.15, (iii) acquire an Unfunded Asset while any Event of Default has occurred and is continuing - 106 - (unless contracted to do so before such Event of Default occurred) or at any time other than during the Availability Period, (iv) acquire or own an Unfunded Asset other than (A) if the Borrower intends at the time such Unfunded Asset is acquired that such Unfunded Asset may become a Funded Asset or Additional Collateral or (B) as a result of such Unfunded Asset being released from the Lien of the Security Agreement without yet being subject to a disposition. Section 8.09. Sales of Assets. Except with respect to Dispositions pursuant to Section 10.02(c), without the prior written consent of the Administrative Agent acting on the instructions of the Required Lenders, the Borrower will not, nor will it permit any other Borrower Group Company to, dispose of an Asset or Asset Interest (including by way of an exercise of a Purchase Option that such Borrower Group Company entitled to exercise its discretion freely) to any entity that is not a Borrower Group Company if the aggregate Net Available Proceeds thereof provided in connection therewith shall be less than the Required Prepayment Amount. Section 8.10. Modifications of Certain Documents. (a) The Borrower will not, nor will it permit any other Borrower Group Company to, consent to any modification, supplement or waiver of any of the provisions of the Servicing Agreement without the prior consent of the Facility Agent, acting on the direction of the Required Lenders. (b) Subject to Section 8.10(c) below, the Borrower and the other Borrower Group Companies shall be entitled to amend, modify or supplement any Portfolio Document, and grant any approvals, consents, waivers or similar thereunder without any requirement for consent or approval from the Administrative Agent, the Facility Agent, any Secured Party or any other Person. (c) The prior written consent of the Facility Agent (acting at the direction of the Required Lenders) is required for any amendment, modification, termination, release, cancellation or other change made to, or any approvals, consents, waivers or similar actions are given in respect of, any Portfolio Document which would: (i) reduce scheduled Rental Payments under any Asset Lease; or (ii) reduce scheduled payments of principal or interest under any Loan Asset; provided that (A) this Section 8.10 shall not apply to any amendment relating to the termination or extension of an Asset Lease or Loan Asset in accordance with the Standard of Care, and (B) the request for consent to any such amendment, modification, supplement or waiver required by the terms of this Section 8.10 shall be sent by electronic mail to the Administrative Agent, the Facility Agent and the contacts at each Lender provided by the Administrative Agent (as updated from time to time by each Lender); and if the Required Lenders do not direct the Administrative Agent to definitively respond to a request for consent to any such modification, supplement or waiver within ten Business Days of the date on which such request is received by the Administrative Agent in writing, the Administrative Agent (on behalf of the Required Lenders) shall be deemed to have given its consent to such amendment, modification, supplement or

- 107 - waiver; provided further, that any restructuring of any Lease shall be agreed by the Servicer consistent with the Standard of Care. Section 8.11. Limitation on Business Activities. (a) The Borrower will not, nor will it permit any other Borrower Group Company to, engage in any business or activity other than: (i) performing its obligations under and engaging in activities otherwise permitted by the Loan Documents; (ii) purchasing or otherwise acquiring, owning, holding, converting, maintaining, modifying, managing, operating, leasing, re-leasing, making, advancing and, subject to the limitations set forth in this Agreement, selling or otherwise disposing of an Asset or Unfunded Asset (or related Asset Interest) and entering into all contracts and engaging in all related activities incidental thereto, including, from time to time, accepting, exchanging, holding or permitting any such Borrower Group Company to accept, exchange or hold promissory notes, contingent payment obligations or equity interests, of Obligors or their Affiliates issued in connection with the bankruptcy, reorganization or other similar process, or in settlement of delinquent obligations or obligations anticipated to be delinquent, of such Obligors or their respective Affiliates in the ordinary course of business; (iii) issuing loans to, and guaranteeing or otherwise supporting the obligations and liabilities of any Borrower Group Company; (iv) the incorporation, establishment, formation, organization, purchase, ownership and management of other Borrower Group Companies, acquiring, holding or disposing of shares or other interests therein, or causing the dissolution thereof, subject to the requirements in the Loan Documents; (v) in the case of any Borrower Group Company (other than an intermediate lessor or Owner Trustee), engaging in currency and interest rate exchange transactions for the purposes of avoiding, reducing, minimizing, hedging against or otherwise managing the risk of any loss, cost, expense or liability arising, or which may arise, directly or indirectly, from any change or changes in any interest rate or currency exchange rate or in the price or value of any property or assets of any Borrower Group Company and not for speculative purposes, within limits and with providers specified by the Administrative Agent, including, but not limited to, dealings, whether involving purchases, sales or otherwise, in foreign currency, spot and forward interest rate exchange contracts, forward interest rate agreements, caps, floors and collars, futures, options, swaps and any other currency, interest rate and other similar hedging arrangements and such other instruments as are similar to, or derivatives of, any of the foregoing in each case in accordance with the terms of the Loan Documents; (vi) taking out, acquiring, surrendering and assigning policies of insurance and assurances with any insurance company or companies in the ordinary course of a Borrower Group Company’s business and not for speculative purposes which such Borrower Group Company may think fit and to pay the premiums thereon in each case in accordance with the terms of the Loan Documents; and - 108 - (vii) entering into all contracts and engaging in all related activities incidental to the activities described in this Section 8.11(a). (b) The Borrower will not, nor will it permit any other Borrower Group Company to, employ or maintain any employees other than as required by any provisions of Applicable Law; provided that directors, the institutions acting as Owner Trustees and their employees shall not be deemed to be employees for purposes of this Section. Section 8.12. Limitations on Leases. The Borrower will not, nor will it permit any other Borrower Group Company to, enter into any arrangement with any Person providing for the leasing by any Borrower Group Company or its Subsidiaries of real or personal property except to a Borrower Group Company or to a lessee under an Asset Lease, in each case, in accordance with the provisions of the Loan Documents; provided, however, that a Borrower Group Company may enter into a leasing arrangement with a lessee for an Unfunded Asset. Section 8.13. Non-Petition. Except as contemplated in Section 8.03, the Borrower will not, nor will it permit any other Borrower Group Company to, prior to the date which is one year and one day after the payment in full of all Obligations (other than contingent obligations for which no claim has been made), institute against, or join any other Person in instituting against, the Borrower or any Borrower Group Company any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other proceedings under any bankruptcy, insolvency, reorganization or similar law. Section 8.14. Changes in Fiscal Year. None of the Borrower Group Companies will change the last day of its fiscal year from December 31 or the last days of the first three fiscal quarters in each of its fiscal years from the last day of each of March 31, June 30 and September 30, without the prior consent of the Facility Agent, acting on the direction of the Required Lenders. Section 8.15. Investment Company Status. The Borrower will not be required to register or take or permit any action that will cause it to be required to register, as an “investment company” as defined in the Investment Company Act. Section 8.16. Protection of Security Interest of the Lenders. The Borrower shall not, and shall not permit any other Borrower Group Company that is a grantor of a security interest under the Security Agreement to, change its name or corporate structure in any manner that would, could or might make any financing statement or continuation statement filed in accordance with the Security Agreement seriously misleading within the meaning of § 9-507 of the UCC or other similar laws or change its location for purposes of § 9-307 of the UCC, unless the Borrower shall have given the Administrative Agent and the Security Trustee at least 30 days prior written notice thereof, and shall promptly file appropriate amendments to all previously filed financing statements and continuation statements. Section 8.17. Securities Act. No Borrower or Borrower Group Company shall: (a) issue any obligations that: (i) constitute asset-backed commercial paper, or - 109 - (ii) are securities required to be registered under the Securities Act or that may be offered for sale under Rule 144A of the Securities and Exchange Commission thereunder; (b) issue any other debt obligations or equity interests other than: (i) debt obligations substantially similar to the obligations of the Borrower under this Agreement that are: (A) issued to other banks or asset-backed commercial paper conduits in privately negotiated transactions; and (B) subject to transfer restrictions substantially similar to the transfer restrictions set forth in this Agreement; (ii) debt obligations to any other Borrower Group Company; (iii) debt obligations expressly permitted pursuant to this Agreement and the other Loan Documents; (iv) in respect of the Borrower, equity interests issued to the Pledgor under the terms of the Borrower’s organizational documents; (v) in respect of each Borrower Group Company (other than the Borrower), equity interests issued to its holding company as the date on which it acceded to the Security Agreement which is also a Borrower Group Company under the terms of its organizational documents; and (vi) Subordinated Indebtedness; or (c) Use any of the proceeds of the Loans to buy or carry Margin Stock. ARTICLE IX ACCOUNTS; PRIORITY OF PAYMENTS On or before the Effective Date the Borrower shall cause the Security Trustee to establish on its books and records the Collections Account, the Liquidity Account, the Cash Trap Account, the Maintenance Reserve Account, the Expense Account and the Security Deposit Reserve Account. The balance from time to time in such Accounts shall be subject to withdrawal only as provided in the Security Agreement or each Account Control Agreement. All Collections shall be, when received by any Borrower Group Company, as soon as reasonably practicable thereafter, deposited in the Collections Account, and all cash, Investments and other property in the Collections Account shall be transferred from, or retained in, the Collections Account in accordance with the terms of this Agreement and the Security Agreement and each Account Control Agreement. The Borrower shall be deemed to have made payments required hereunder by application of amounts in the Collections Account in accordance with section 8 of the Security Agreement. - 110 - ARTICLE X EVENTS OF DEFAULT Section 10.01. Events of Default. Each of the events and circumstances set out in Section 10.01(a) to Section 10.01(k) is an Event of Default (each an “Event of Default”). (a) Failure to Pay. The Borrower or any Borrower Group Company: (i) fails to pay any principal on any Loan (including payment of the Amortization Amounts) or any interest on any Loan (including the Interest Amount but excluding any Default Interest Amount), in each case within five Business Days of the same becoming due and payable; (ii) fails to pay any amount not described in (i) above which is due and payable under this Agreement or under any other Loan Document within ten Business Days of the Borrower’s receipt of written notice of such non-payment. (b) Relevant Obligations. The Borrower or any Borrower Group Company shall fail to observe or perform any covenant, condition or agreement applicable to it contained in 6.01 (with respect to corporate existence), 6.03, 6.06 or 6.11; (c) Representations and Warranties. Any material representation or warranty made by a Borrower Group Company in this Agreement or any other Loan Document to which it is a party or by the Pledgor in the Borrower Pledge, shall prove to have been incorrect in a material respect when made, and if capable of remedy, the same shall continue unremedied for a period of 30 days after notice thereof from the Administrative Agent has been received by the Borrower. (d) Other Obligations. A Borrower Group Company shall fail to observe or perform in any material respect any material covenant, condition or agreement applicable to it contained in this Agreement (other than those specified in paragraphs (a) to (c)) or any other Loan Document to which it is a party or the Parent shall fail to observe or perform in any material respect any material covenant, condition or agreement applicable to it contained in the Borrower Pledge, and in each case such failure shall continue unremedied for a period of 30 or more days (or five Business Days, in the case of any failure by the Borrower to deliver the Monthly Report by the Monthly Date) after notice of such failure from the Administrative Agent is received by the Borrower; provided that, other than in the case of any failure to deliver the Monthly Report, such 30-day period will be extended an additional 15 days if such failure continues to be capable of being remedied and the Borrower is diligently pursuing such remedy and has certified to the Administrative Agent a description of such the steps the Borrower is taking diligently to pursue such remedy. (e) Involuntary Proceedings. A court having jurisdiction in the premises enters a decree or order for (i) relief in respect of a Borrower Group Member (other than a Non- Significant Subsidiary), under any Applicable Law relating to bankruptcy, insolvency, receivership, winding-up, liquidation, reorganization, examination, relief of debtors or other similar law now or hereafter in effect; (ii) appointment of a receiver, liquidator, examiner,

- 111 - assignee, custodian, trustee, sequestrator or similar official of a Borrower Group Member (other than a Non-Significant Subsidiary); or (iii) the winding up or liquidation of the affairs of a Borrower Group Member (other than a Non-Significant Subsidiary) and, in each case, such decree or order shall remain unstayed or such writ or other process shall not have been stayed or dismissed within 90 days from entry thereof. (f) Voluntary Proceedings. A Borrower Group Member (other than a Non- Significant Subsidiary) (i) voluntarily commences a proceeding under any Applicable Law relating to bankruptcy, insolvency, receivership, winding-up, liquidation, reorganization, examination, relief of debtors or other similar law now or hereafter in effect, or consents to the entry of an order for relief in any involuntary case under any such law, in respect of a Borrower Group Member (other than a Non-Significant Subsidiary); (ii) consents to the appointment of or taking possession by a receiver, liquidator, examiner, assignee, custodian, trustee, sequestrator or similar official of a Borrower Group Member (other than a Non-Significant Subsidiary) or for all or substantially all of the property and assets of a Borrower Group Member (other than a Non- Significant Subsidiary); or (iii) effects any general assignment for the benefit of creditors. (g) Judgments. One or more non-appealable judgments for the payment of money in an aggregate amount in excess of $30,000,000 shall be rendered against one or more Borrower Group Companies by a court of competent jurisdiction and the same shall remain undischarged for a period of 45 consecutive days during which execution shall not be effectively stayed, or any action shall be legally taken by a judgment creditor to attach or levy upon any assets of any Borrower Group Company to enforce any such judgment, provided, however, that any such judgments shall not be taken into account in determining whether an Event of Default under this Section 10.01(g) has occurred if and for so long as (i) the amount of such judgment is covered by a valid and binding policy of insurance between the defendant and the insurer covering payment thereof and (ii) such insurer, which shall be rated at least “A” by A.M. Best Company or any similar successor entity, has been notified of, and has not disputed the claim made for payment of, the amount of such judgment. (h) Servicer Events. The appointment of a Servicer as servicer under the Servicing Agreement shall have terminated and a replacement servicer, the identity of whom is reasonably acceptable to the Required Lenders (acting reasonably), has not been appointed within 45 days of such termination. (i) Priority. The Liens created under the Security Documents shall at any time not constitute a valid and first-priority perfected Lien in the relevant jurisdiction on the collateral intended to be covered thereby (to the extent required under the Loan Documents) in favor of the Secured Parties to secure the Obligations, free and clear of all other Liens (other than Permitted Encumbrances) any of the Loan Documents shall for whatever reason be terminated or cease to be in full force and effect, and, if such circumstance described in this clause (i) is a result of an administrative or other ministerial error, a change in Applicable Law, or other circumstance not caused by a Borrower Group Company and is remediable and the Borrower, the applicable Borrower Group Company or the Servicer is diligently pursuing such remedy, such failure shall continue for five Business Days after notice of such failure from the Administrative Agent is received by the Borrower. - 112 - (j) Borrower Change in Control. A Borrower Change in Control shall have occurred. (k) Cessation of Business. WLFC and all of its Affiliates cease to perform the business of aircraft engine leasing. Notwithstanding the foregoing, the foregoing Events of Default set forth in clause (b), (c) or (d) above which is caused by a default or event of default (or similar term) under any relevant Asset Lease Document or Loan Asset Document will not constitute an Event of Default (so long as the Borrower or the Servicer acts consistent with the Standard of Care with respect to such underlying default or event of default), and the occurrence of a default or an event of default (or similar term) under any relevant Asset Lease Document or Loan Asset Document in itself will not constitute an Event of Default. Section 10.02. Remedies. (a) Upon the occurrence of an Event of Default which is continuing (other than an event described in Section 10.01(f) or (g)), and at any time thereafter during the continuance of such event, the Administrative Agent may, and at the request of the Required Lenders shall, by notice to the Borrower cancel the Commitments and/or declare the Loans then outstanding to be due and payable in whole (or in part, in which case any principal not so declared to be due and payable may thereafter be declared to be due and payable), and thereupon the Commitments shall be cancelled and/or the principal of the Loans so declared to be due and payable, together with accrued interest thereon and all fees and other obligations of the Borrower Group Companies accrued hereunder or under any other Loan Document, shall become due and payable immediately, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each Borrower Group Company, and in the case of any event described in Section 10.01(f) or (g) the Commitments shall be automatically cancelled and the principal of the Loans then outstanding together with accrued interest thereon and all fees and other obligations of the Borrower Group Companies accrued hereunder or under any other Loan Document, shall automatically become due and payable, without presentment, demand, protest or other notice of any kind, all of which are hereby waived by each Borrower Group Company. In addition, the Administrative Agent may, and at the request of the Required Lenders shall, direct the Security Trustee to exercise any or all rights or remedies provided in the Loan Documents or under applicable law (including the Cape Town Convention). In addition to the foregoing remedies, in the event of a Servicer Termination Event that is continuing, the Administrative Agent shall, at the request of the Required Lenders, replace the Servicer with a Person selected by the Required Lenders. (b) Following an Event of Default, all proceeds from the disposition of Collateral shall be distributed in accordance with section 8 of the Security Agreement. (c) In case of an Event of Default that arises from an act or condition solely affecting one or more Assets or Borrower Group Companies (but not the Borrower), such Event of Default shall be deemed cured if, within 60 days of the occurrence of such Event of Default, the Borrower (as funded by an equity contribution or Subordinated Indebtedness) shall prepay the Required Prepayment Amount for the Loans relating to such Assets or Borrower Group - 113 - Companies and no other Default or Event of Default is continuing or would result therefrom; provided that the Borrower shall transfer its interest in such Borrower Group Companies (which transfer shall not constitute a Disposition) within 60 days following the payment specified above being made. (d) The Borrower may only cure an Event of Default under Section 10.01 that has occurred because the Available Collections Amount is insufficient to make such payments on up to six consecutive and up to 12 cumulative Payment Dates; provided that there is no limitation on the right of the Borrower to cure any shortfalls in the Available Collections Amount relating to power by the hour arrangements or rent deferral arrangements (other than an amendment that reduces scheduled basic rent or principal and interest with respect to an Asset), or on the ability of the Borrower to make principal payments to cure or avoid any mandatory prepayment event, Early Amortization Event, DSCR Cash Trap Event or other event relating to LTV, DSCR or Concentration Breach Event. ARTICLE XI THE ADMINISTRATIVE AGENT AND SECURITY TRUSTEE Section 11.01. Appointment. Each Secured Party does hereby, and by its execution of any Hedging Agreement shall be deemed to, as applicable, irrevocably designate and appoint (i) the Administrative Agent as the agent of such Secured Party under this Agreement and the other Loan Documents, (ii) the Security Trustee to take such action on behalf of the Secured Parties and to exercise such powers and perform such duties as are expressly delegated to it under this Agreement and each other Loan Document to which it is a party, and each Secured Party irrevocably authorizes each Secured Party Representative and (iii) the Facility Agent as the agent of such Secured Party under this Agreement and the other Loan Documents, in such capacity, to take such action on its behalf and to exercise such powers and perform such duties as are expressly delegated to it under the provisions of this Agreement and the other Loan Documents, together with such other powers as are reasonably incidental thereto. Each of the Administrative Agent, the Security Trustee and the Facility Agent hereby agrees to and accepts such appointment. Each Secured Party Representative and its Affiliates may make loans to, accept deposits from and generally engage in any kind of business with any Borrower Group Company as though the Administrative Agent or the Security Trustee, as the case may be, were not a Secured Party Representative. With respect to its Loans made or renewed by it, each Secured Party Representative shall have the same rights and powers under this Agreement and the other Loan Documents as any Lender and may exercise the same as though it were not a Secured Party Representative, and the terms “Lender” and “Lenders” shall include each Secured Party Representative in its individual capacity. Section 11.02. Exculpatory Provisions. No Secured Party Representative shall have any duties or obligations except those expressly set forth herein and in the other Loan Documents. Without limiting the generality of the foregoing: - 114 - (a) no Secured Party Representative shall be subject to any fiduciary or other implied duties, regardless of whether a Default has occurred and is continuing; (b) no Secured Party Representative shall have any duty to take any discretionary action or exercise any discretionary powers, except discretionary rights and powers expressly contemplated hereby or by the other Loan Documents that such Secured Party Representative is required to exercise in writing by the Required Lenders; and (c) except as expressly set forth herein and in the other Loan Documents, no Secured Party Representative shall have any duty to take any discretionary action or exercise any discretionary powers or have any duty to disclose, and shall not be liable for the failure to disclose, any information relating to any Borrower Group Company that is communicated to or obtained by such Secured Party Representative or any of its Affiliates in any capacity. No Secured Party Representative shall be liable for any action taken or not taken by it with the consent or at the request of the Required Lenders or in the absence of its own gross negligence or willful misconduct. No Secured Party Representative shall be deemed to have knowledge of any Default unless and until written notice thereof is given to the Administrative Agent by a Borrower Group Company or to the Security Trustee by the Administrative Agent, as the case may be, and neither Secured Party Representative shall be responsible for or have any duty to ascertain or inquire into: (i) any statement, warranty or representation made in or in connection with this Agreement or any other Loan Document; (ii) the contents of any certificate, report or other document delivered hereunder or thereunder or in connection herewith or therewith (including recalculating or re-verifying any calculation or information set forth therein); (iii) the performance or observance of any of the covenants, agreements or other terms or conditions set forth herein or therein; (iv) the validity, enforceability, effectiveness or genuineness of this Agreement, any other Loan Document or any other agreement, instrument or document; or (v) the satisfaction of any condition set forth in Article III or elsewhere herein or therein, other than to confirm receipt of items expressly required to be delivered to such Secured Party Representative. Section 11.03. Reliance. Each Secured Party Representative shall be entitled to rely, and shall be fully protected in relying, upon any instrument, writing, resolution, notice, consent, certificate, affidavit, facsimile, letter, email, telex or teletype message, statement, order or other document or conversation believed by it to be genuine and correct and to have been signed, sent or made by the proper Person or Persons and upon advice and statements of legal counsel (including counsel to the Borrower Group Companies), independent accountants and other experts selected by such Secured Party Representative. The Secured Party Representatives may deem and treat the payee of any Loan as the owner thereof for all purposes unless such Loan shall have been transferred in accordance with Section 12.04 and all actions required by such Section

- 115 - in connection with such transfer shall have been taken. Each Secured Party Representative shall be fully justified in failing or refusing to take any action under this Agreement or any other Loan Document unless it shall first receive such advice or concurrence of the Required Lenders (or, if so specified by this Agreement, all Lenders or any other instructing group of Lenders specified by this Agreement, or in the case of the Security Trustee, the Administrative Agent) as such Secured Party Representative deems appropriate or it shall first be indemnified to its satisfaction by the Lenders against any and all liability and expense that may be incurred by it by reason of taking or continuing to take any such action. Each Secured Party Representative shall in all cases be fully protected in acting, or in refraining from acting, under this Agreement and the other Loan Documents in accordance with a request of the Required Lenders (or, if so specified by this Agreement, all Lenders or any other instructing group of Lenders specified by this Agreement), and such request and any action taken or failure to act pursuant thereto shall be binding upon all the Lenders and all future holders of the Loans. Section 11.04. Delegation. Each Secured Party Representative may execute any of its duties under this Agreement and the other Loan Documents by or through agents or attorneys in fact and shall be entitled to advice of counsel of its own choosing concerning all matters pertaining to such duties and shall not incur any liability in acting in good faith in accordance with any advice from such counsel. No Secured Party Representative shall be responsible for the negligence or misconduct of any agents or attorneys-in fact selected by it with reasonable care. Section 11.05. Resignation of Administrative Agent or Security Trustee. The Administrative Agent may resign as Administrative Agent and the Security Trustee may resign as Security Trustee upon 60 days’ notice to the Lenders, the Hedging Provider, the other Secured Parties and the Borrower. If any such Secured Party Representative shall resign under this Agreement and the other Loan Documents, then the Required Lenders shall appoint a successor representative for the Secured Parties, which successor representative shall be subject to approval by the Borrower (which approval shall not be unreasonably withheld or delayed), whereupon such successor representative shall succeed to the rights, powers and duties of such Secured Party Representative, and the term “Administrative Agent” or “Security Trustee,” as the case may be, shall mean such successor representative effective upon such appointment and approval, and such former Secured Party Representative’s rights, powers and duties as such Secured Party Representative shall be terminated, without any other or further act or deed on the part of such former Secured Party Representative or any of the parties to this Agreement or any holders of the Loans. If no successor representative has accepted appointment as such Administrative Agent or Security Trustee, as the case may be, by the date that is 30 days following a retiring Secured Party Representative’s notice of resignation, then the retiring Secured Party Representative may apply to a court of competent jurisdiction for the appointment of a successor Secured Party Representative or for other appropriate relief. The costs and expenses (including its attorneys’ fees and expenses) incurred by such Secured Party Representative in connection with such proceeding shall be paid by the Borrower. Upon receipt of the identity of the successor Security Trustee, the Security Trustee shall deliver the Collateral then held under the Loan Documents to the successor Security Trustee. Upon its resignation and delivery of the Collateral as set forth in this Section and appointment of the replacement Security Trustee, the Security Trustee shall be discharged of and from any and all further obligations arising in connection with the Collateral or this Agreement. After any retiring Secured Party Representative’s resignation as Secured Party Representative, the provisions of this Article XI shall inure to its benefit as to any actions - 116 - taken or omitted to be taken by it while it was Secured Party Representative under this Agreement and the other Loan Documents. In the event that Bank of America, N.A. is no longer a Lender, each of the rights and obligations of the Facility Agent shall devolve automatically and without further act by any Person become rights and obligations of the Administrative Agent, who hereby accepts such rights and obligations. Section 11.06. Removal of Administrative Agent or Security Trustee. Subject to the appointment and acceptance of a successor Administrative Agent or Security Trustee as provided below the Required Lenders may remove the Administrative Agent or the Security Trustee at any time, in each case by giving notice thereof to the Lenders, the Borrower and the other of the Administrative Agent or the Security Trustee. Upon any such removal, the Required Lenders shall have the right to appoint a successor Administrative Agent or Security Trustee, which successor Administrative Agent or Security Trustee shall be subject to approval by the Borrower (which approval shall not be unreasonably withheld or delayed). Upon the acceptance of any appointment as Administrative Agent or Security Trustee hereunder by a successor Administrative Agent or Security Trustee, such successor Administrative Agent or Security Trustee shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the removed Administrative Agent or Security Trustee, and the removed Administrative Agent or Security Trustee shall be discharged from its duties and obligations hereunder. After any Administrative Agent’s or Security Trustee’s removal hereunder as Administrative Agent or Security Trustee, the provisions of this Article XI shall continue in effect for its benefit in respect of any actions taken or omitted to be taken by it while it was acting as the Administrative Agent or Security Trustee. Section 11.07. No Representations or Warranties. Each Lender hereby and each Hedging Provider by entering into a Hedging Agreement, as applicable, expressly acknowledges that neither of the Secured Party Representatives nor any of their respective officers, directors, employees, agents, attorneys in fact or Affiliates have made any representations or warranties to it and that no act by any Secured Party Representative hereafter taken, including any review of the affairs of a Borrower Group Company or any affiliate of a Borrower Group Company, shall be deemed to constitute any representation or warranty by any Secured Party Representative to any Lender and any Hedging Provider. Each Lender hereby and each Hedging Provider by entering into a Hedging Agreement represents to the Secured Party Representatives that it has, independently and without reliance upon any Secured Party Representative or any other Secured Party and based on such documents and information as it has deemed appropriate made its own appraisal of and investigation into the business, operations, property, financial and other condition and creditworthiness of the Borrower Group Companies and their Affiliates and made its own decision to make its Loans hereunder and enter into this Agreement. Each Lender also hereby and each Hedging Provider by entering into a Hedging Agreement represents that it will, independently and without reliance upon any Secured Party Representative or any other Secured Party, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit analysis, appraisals and decisions in taking or not taking action under this Agreement and the other Loan Documents, and to make such investigation as it deems necessary to inform itself as to the business, operations, property, financial and other condition and creditworthiness of the Borrower Group Companies and their Affiliates. Except for notices, reports and other documents expressly required to be furnished to the Lenders or the Hedging Providers by any Secured Party Representative hereunder or any other Loan Document, no - 117 - Secured Party Representative shall have any duty or responsibility to provide any Lender or any Hedging Provider with any credit or other information concerning the business, operations, property, condition (financial or otherwise), prospects or creditworthiness of any Borrower Group Company or any Affiliate of a Borrower Group Company that may come into the possession of such Secured Party Representative or any of its officers, directors, employees, agents, attorneys in fact or Affiliates. The Administrative Agent and the Security Trustee shall each provide each Lender, the other Secured Party Representative and each Hedging Provider with a copy of all notices, reports and other written communication from any Borrower Group Company. The Administrative Agent does not warrant or accept responsibility for, and shall not have any liability with respect to the continuation of, administration of, submission of, calculation of or any other matter related to the Term SOFR Reference Rate or Term SOFR, or any component definition thereof or rates referred to in the definition thereof, or any alternative, successor or replacement rate thereto (including any Benchmark Replacement), including whether the composition or characteristics of any such alternative, successor or replacement rate (including any Benchmark Replacement) will be similar to, or produce the same value or economic equivalence of, or have the same volume or liquidity as, the Term SOFR Reference Rate, Term SOFR or any other Benchmark prior to its discontinuance or unavailability. The Administrative Agent and its affiliates or other related entities may engage in transactions that affect the calculation of the Term SOFR Reference Rate, Term SOFR, any alternative, successor or replacement rate (including any Benchmark Replacement) or any relevant adjustments thereto, in each case, in a manner adverse to the Borrower. The Administrative Agent may select information sources or services in its reasonable discretion to ascertain the Term SOFR Reference Rate, Term SOFR or any other Benchmark, in each case pursuant to the terms of this Agreement, and shall have no liability to the Borrower, any Lender or any other person or entity for damages of any kind, including direct or indirect, special, punitive, incidental or consequential damages, costs, losses or expenses (whether in tort, contract or otherwise and whether at law or in equity), for any error or calculation of any such rate (or component thereof) provided by any such information source or service. Section 11.08. Security Trustee and Administrative Agent. The Security Trustee shall be entitled to payment from the Borrower for fees and expenses for all services rendered by it hereunder as separately agreed to in writing between the Borrower and the Security Trustee (as such fees may be adjusted as agreed from time to time). The obligations contained in this Section shall survive the termination of this Agreement and the resignation or removal of the Security Trustee. (a) The Security Trustee shall not be required to expend or risk any of its own funds or otherwise incur any liability, financial or otherwise, in the performance of any of its duties hereunder. (b) Any corporation into which the Security Trustee may be merged or converted or with which it may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Security Trustee shall be a party, or any corporation succeeding to the business of the Security Trustee shall be the successor of the Security Trustee hereunder without the execution or filing of any paper with any party hereto or any further act on the part of any of the parties hereto except where an instrument of transfer or assignment is - 118 - required by Applicable Law to effect such succession, anything herein to the contrary notwithstanding. (c) Whenever in the administration of the provisions of this Agreement or the other Loan Documents the Security Trustee shall deem it necessary or desirable that a matter be proved or established prior to taking or suffering any action to be taken hereunder, such matter (unless other evidence in respect thereof be herein specifically prescribed) may, in the absence of gross negligence or willful misconduct on the part of the Security Trustee, be deemed to be conclusively proved and established by a certificate signed by one of Borrower’s or the Administrative Agent’s officers, and delivered to the Security Trustee and such certificate, in the absence of gross negligence or willful misconduct on the part of the Security Trustee, shall be full warrant to the Security Trustee for any action taken, suffered or omitted by it under the provisions of this Agreement upon the faith thereof. (d) Whenever, in the course of performing its duties pursuant to this Agreement or any of the Loan Documents, the Security Trustee is required to give its consent or direction or otherwise make a determination under any Loan Documents, it is understood and agreed that in all such instances it shall only provide such consent, direction or determination upon receipt of a written direction received from the Administrative Agent (subject to Section 12.02), and may conclusively rely and shall be fully protected in relying upon such direction. Notwithstanding anything herein or in the Loan Documents to the contrary, the Security Trustee shall be fully protected in refraining from giving such consent or direction in the absence of the direction of the Administrative Agent. (e) The parties hereto acknowledge that for purposes of applicable local law, the Security Trustee is required to execute certain Security Documents in its individual capacity, but always for the benefit of the Secured Parties. This notwithstanding, the parties hereto agree that with regard to such Security Documents, the Security Trustee shall be subject to the duties and responsibilities of the Security Trustee and shall be entitled to the rights, protections, exculpations, benefits and indemnities set forth in this Agreement. (f) When the Security Trustee acts on any information, instructions or communications (including, but not limited to, communications with respect to the delivery of securities or the wire transfer of funds) sent in accordance with Section 12.01, the Security Trustee, absent gross negligence, willful misconduct or breach in bad faith, shall not be responsible or liable in the event such communication is not an authorized or authentic communication of the Borrower or Administrative Agent or is not in the form the Borrower and Administrative Agent sent or intended to send (whether due to fraud, distortion or otherwise). The Borrower shall indemnify the Security Trustee against any loss, liability, claim or expense (including legal fees and expenses) it may incur with its acting in accordance with any such communication. (g) In no event shall the Security Trustee or the Administrative Agent be liable: (i) for acting in accordance with or conclusively relying upon any instruction, notice, demand, certificate or document from the Borrower or the Administrative Agent or any entity acting on behalf of the Borrower or the Administrative Agent;

- 119 - (ii) for any indirect, consequential, punitive or special damages, regardless of the form of action and whether or not any such damages were foreseeable or contemplated; (iii) for the acts or omissions of its nominees, correspondents, designees, agents, subagents or subcustodians appointed by it with due care; (iv) for the investment or reinvestment of any cash held by it hereunder, in each case in good faith, in accordance with the terms hereof, including any liability for any delays in the investment or reinvestment of the Collateral, or any loss of interest or income incident to any such delays; or (v) for an amount in excess of the value of the Collateral, valued as of the date of deposit, but only to the extent of direct money damages, and in each case only if caused by the Security Trustee’s gross negligence or willful misconduct. (h) Neither the Security Trustee nor the Administrative Agent shall incur any liability for not performing any act or fulfilling any duty, obligation or responsibility hereunder by reason of any occurrence beyond the control of the Security Trustee or the Administrative Agent (as applicable) (including but not limited to any act or provision of any present or future law or regulation or governmental authority, any act of God or war, civil unrest, local or national disturbance or disaster, any act of terrorism, or the unavailability of the Federal Reserve Bank wire or facsimile or other wire or communication facility). (i) The Security Trustee shall not be responsible in any respect for the form, execution, validity, value or genuineness of documents or securities deposited under any Loan Document, or for any description therein, or for the identity or authority of Persons executing or delivering or purporting to execute or deliver any such document, security or endorsement. The Security Trustee shall not be called upon to advise any party as to the wisdom in selling or retaining or taking or refraining from any action with respect to any securities or other property deposited under any Loan Document. (j) The Security Trustee shall not be under any duty to give the Collateral held by it under the Loan Documents any greater degree of care than it gives its own similar property and shall not be required to invest any funds held by it except as directed in accordance with any Account Control Agreement and the Security Agreement. Uninvested funds held by the Security Trustee shall not earn or accrue interest, and the Security Trustee shall incur no liability for any investment losses. (k) In the event of any ambiguity or uncertainty hereunder or in any notice, instruction or other communication received by the Security Trustee under any Loan Document, the Security Trustee may, in its sole discretion, refrain from taking any action other than to retain possession of the Collateral, unless the Security Trustee receives written instructions, signed by the Administrative Agent, which eliminate such ambiguity or uncertainty. (l) In the event of any dispute between or conflicting claims among the Borrower, the Administrative Agent and any other Person or entity with respect to any Collateral, the Security Trustee shall be entitled, in its sole discretion, to refuse to comply with any and all - 120 - claims, demands or instructions with respect to such Collateral so long as such dispute or conflict shall continue, and the Security Trustee shall not be or become liable in any way for failure or refusal to comply with such conflicting claims, demands or instructions. The Security Trustee shall be entitled to refuse to act until, in its sole discretion, either: (i) such conflicting or adverse claims or demands shall have been determined by a final order, judgment or decree of a court of competent jurisdiction, which order, judgment or decree is not subject to appeal, or settled by agreement between the conflicting parties as evidenced in a writing satisfactory to the Security Trustee; or (ii) the Security Trustee shall have received security or an indemnity satisfactory to it sufficient to hold it harmless from and against any and all losses (including by way of liability to the other Secured Parties) which it may incur by reason of so acting. Any court order, judgment or decree shall be accompanied by a legal opinion by counsel for the presenting party, satisfactory to the Security Trustee, to the effect that said order, judgment or decree represents a final adjudication of the rights of the parties by a court of competent jurisdiction, and that the time for appeal from such order, judgment or decree has expired without an appeal having been filed with such court. The Security Trustee shall be entitled to act on such court order and legal opinions without further question. The Security Trustee may, in addition, elect, in its sole discretion, to commence an interpleader action or seek other judicial relief or orders as it may deem, in its sole discretion, necessary. The costs and expenses (including reasonable attorneys’ fees and expenses) incurred in connection with such proceeding and any legal opinions shall be paid by the Borrower. ARTICLE XII MISCELLANEOUS Section 12.01. Notices. (a) Except in the case of notices and other communications expressly permitted to be given by telephone (and subject to paragraph (b) of this Section), all notices and other communications provided for herein shall be in writing and shall be delivered by hand or overnight courier service, mailed by certified or registered mail or sent by email, as follows: (i) If to the Borrower or any of its Subsidiaries, to it: c/o Willis Lease Finance Corporation 60 East Sir Francis Drake Boulevard Suite 209 Larkspur, CA 94939 Attn: General Counsel Telephone No.: (415) 408-4732 Facsimile No.: (415) 408-4701 Email: dpoulakidas@willislease.com - 121 - (ii) if to the Facility Agent, to Bank of America, N.A. One Bryant Park Attn: Bradley Sohl New York, NY 10036 Telephone: (646) 855-2050 E-mail: brad.sohl@bofa.com (iii) if to the Administrative Agent or Security Trustee, to Bank of Utah 50 South 200 East, Suite 110 Salt Lake City, UT 84111 Attention: Corporate Trust Telephone: (801) 924-3690 Facsimile: (801) 924-3630 E-mail: corptrust@bankofutah.com (iv) if to any Lender, to the Administrative Agent. (b) Notices and other communications to the Lenders hereunder may be delivered or furnished by electronic communications pursuant to procedures approved by the Administrative Agent; provided that the foregoing shall not apply to notices pursuant to Article II unless otherwise agreed by the Administrative Agent and the applicable Lender. The Administrative Agent or the Borrower may, in its discretion, agree to accept notices and other communications to it hereunder by electronic communications pursuant to procedures approved by it; provided that approval of such procedures may be limited to particular notices or communications. Unless otherwise provided, if the date a notice or other communication is required to be delivered or furnished is not a Business Day, such notice of other communication may be delivered or furnished on the next succeeding Business Day. (c) Any party hereto may change its addresses and other information for notices and other communications hereunder by notice to the other parties hereto (or, in the case of any such change by a Lender, by notice to the Borrower and the Administrative Agent). All notices and other communications given to any party hereto in accordance with the provisions of this Agreement shall be deemed to have been given on the date of receipt. (d) Upon receipt by it of any report, financial statement or other notice hereunder, the Administrative Agent will promptly send such report, financial statement or other notice to the Lenders in accordance with the instructions given to it by the Lenders. Section 12.02. Waivers; Amendments. (a) No Deemed Waivers; Remedies Cumulative. No failure or delay by the Administrative Agent, Security Trustee, the Facility Agent or any Lender in exercising any right or power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of - 122 - any such right or power, or any abandonment or discontinuance of steps to enforce such a right or power, preclude any other or further exercise thereof or the exercise of any other right or power. The rights and remedies of the Secured Party Representatives and the Lenders hereunder are cumulative and are not exclusive of any rights or remedies that they would otherwise have. No waiver of any provision of this Agreement or consent to any departure by any Secured Party therefrom shall in any event be effective unless the same shall be permitted by paragraph (b) of this Section, and then such waiver or consent shall be effective only in the specific instance and for the purpose for which given. Without limiting the generality of the foregoing, the making of a Loan shall not be construed as a waiver of any Default, regardless of whether any Secured Party Representative or any Lender may have had notice or knowledge of such Default at the time. (b) Amendments. Neither this Agreement or any Loan Document, nor any terms hereof or thereof may be amended, supplemented, waived or modified except in accordance with the provisions of this Section 12.02 or Section 2.19. The Required Lenders and each Borrower Group Company party to the relevant Loan Document may, or (with the written consent of the Required Lenders) the Secured Party Representatives and each Borrower Group Company party to the relevant Loan Document may (provided that with respect to this Agreement, no amendment, supplement, waiver or other modification hereto shall require the consent of any Borrower Group Company other than the Borrower): (i) enter into written amendments, supplements or modifications hereto and thereto (including amendments and restatements hereof or thereof) for the purpose of adding any provisions to this Agreement or any Loan Document or changing in any manner the rights of the Lenders or of the Secured Parties hereunder or thereunder; or (ii) waive, on such terms and conditions as may be specified in the instrument of waiver, any of the requirements of this Agreement or any Loan Document or any Default or Event of Default and its consequences, provided, however, that no such waiver and no such amendment, supplement or modification shall: (A) increase the Commitment or outstanding Loans of any Lender without the written consent of such Lender; (B) reduce or forgive the principal amount or extend the final scheduled date of maturity of any Loan, alter the amount of Loans that may be borrowed with respect to each Owned Asset or in the aggregate, extend the scheduled date of any amortization payment in respect of any Loan, change the stated rate of any interest or fee payable under this Agreement or any other Loan Document other than interest payable at the Default Rate, in each case, without the written consent of each Designated Lender (or in the case of a fee, each Lender to whom (or to whose Conduit Lender) such fee is payable); (C) change Section 2.15(b) or (c) or section 8 of the Security Agreement, in a manner that would alter the pro rata allocation of obligations or pro rata sharing of payments required thereunder, without the prior written consent of each Lender;

- 123 - (D) change any of the provisions of this Section or the definition of the term “Required Lenders” or any other provision hereof specifying the number or percentage of Lenders required to waive, amend or modify any rights hereunder or make any determination or grant any consent hereunder, without the prior written consent of each Lender; (E) release all or substantially all of the Collateral without the prior written consent of each Secured Party, in each case, other than in connection with a Disposition permitted hereunder or as permitted in section 10.14 of the Security Agreement or otherwise permitted under the relevant Loan Document; (F) amend, modify or otherwise affect the rights or duties of any Secured Party Representative hereunder without the prior written consent of such Secured Party Representative; (G) change, amend, modify or waive any provision of section 8.01 of the Security Agreement without the prior written consent of each Secured Party adversely affected thereby. (c) Replacement of Non-Consenting Lenders. If, in connection with any proposed change, waiver, discharge or termination to any of the provisions of this Agreement as contemplated by paragraph (b) of this Section, the consent of the Required Lenders is obtained but the consent of one or more of the other Lenders whose consent is required is not obtained, then (so long as no Event of Default has occurred and is continuing) the Borrower shall have the right, at their sole cost and expense, to replace each such non-consenting Lender or Lenders with one or more replacement Lenders by requiring such Lender to assign and delegate, without recourse (in accordance with and subject to the restrictions contained in Section 12.04), all its interests, rights and obligations under this Agreement to an assignee that shall assume such obligations (which assignee may be another Lender, if a Lender accepts such assignment); provided that (i) the Borrower shall have received the prior written consent of the Required Lenders (excluding the non-consenting Lenders), (ii) such non-consenting Lender shall have received payment of an amount equal to the outstanding principal amount of its Loans, accrued interest thereon, accrued fees and all other amounts payable to it hereunder or under any other Loan Document, from the assignee (to the extent of such outstanding principal and accrued interest and fees) or the Borrower (in the case of all other amounts including, without limitation, Break Funding Payments), (iii) the Borrower has identified a replacement Lender; and (iv) each such replacement Lender consents to the proposed change, waiver, discharge or termination. (d) Defaulting Lenders. (i) Defaulting Lender Adjustments. Notwithstanding anything to the contrary contained in this Agreement, if any Lender becomes a Defaulting Lender, then, until such time as such Lender is no longer a Defaulting Lender, to the extent permitted by applicable law: (A) Waivers and Amendments. Such Defaulting Lender’s right to approve or disapprove any amendment, waiver or consent with respect to this Agreement shall be restricted as set forth in the definition of Required Lenders. - 124 - (B) Defaulting Lender Waterfall. Any payment of principal, interest, fees or other amounts received by the Administrative Agent for the account of such Defaulting Lender (whether voluntary or mandatory, at maturity, pursuant to Article X or otherwise) or received by the Administrative Agent from a Defaulting Lender pursuant to Section 12.09 shall be applied at such time or times as may be determined by the Administrative Agent as follows: first, to the payment of any amounts owing by such Defaulting Lender to the Administrative Agent hereunder; second, as the Borrower may request (so long as no Default or Event of Default exists), to the funding of any Loan in respect of which such Defaulting Lender has failed to fund its portion thereof as required by this Agreement, as determined by the Administrative Agent; third, if so determined by the Administrative Agent and the Borrower, to be held in a deposit account and released pro rata in order to satisfy such Defaulting Lender’s potential future funding obligations with respect to Loans under this Agreement; fourth, to the payment of any amounts owing to the Lenders as a result of any judgment of a court of competent jurisdiction obtained by any Lender against such Defaulting Lender as a result of such Defaulting Lender’s breach of its obligations under this Agreement; fifth, so long as no Default or Event of Default exists, to the payment of any amounts owing to the Borrower as a result of any judgment of a court of competent jurisdiction obtained by the Borrower against such Defaulting Lender as a result of such Defaulting Lender’s breach of its obligations under this Agreement; and sixth, to such Defaulting Lender or as otherwise directed by a court of competent jurisdiction; provided that if (x) such payment is a payment of the principal amount of any Loans in respect of which such Defaulting Lender has not fully funded its appropriate share, and (y) such Loans were made at a time when the conditions set forth in Section 3.01 and Section 3.02 were satisfied or waived, such payment shall be applied solely to pay the Loans of, all Non-Defaulting Lenders on a pro rata basis prior to being applied to the payment of any Loans of such Defaulting Lender until such time as all Loans are held by the Lenders pro rata in accordance with the Commitments under this Agreement. Any payments, prepayments or other amounts paid or payable to a Defaulting Lender that are applied (or held) to pay amounts owed by a Defaulting Lender shall be deemed paid to and redirected by such Defaulting Lender, and each Lender irrevocably consents hereto. (C) Certain Fees. No Defaulting Lender shall be entitled to receive any Unused Commitment Fee for any period during which that Lender is a Defaulting Lender (and the Borrower shall not be required to pay any such fee that otherwise would have been required to have been paid to that Defaulting Lender). (ii) Defaulting Lender Cure. If the Borrower and the Administrative Agent agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein, that Lender will, to the extent applicable, purchase at par that portion of outstanding Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Loans to be held pro rata by the Lenders in accordance with the Commitments under this Agreement, whereupon such Lender will cease to be a Defaulting Lender; provided that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided further that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to Lender will - 125 - constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender. (e) Schedules. For the avoidance of doubt, the Borrower may, in connection with any Loan, without the consent of any Lender or the Administrative Agent, deliver an updated Schedule II. Section 12.03. Expenses; Indemnity; Damage Waiver. (a) Costs and Expenses. The Borrower agree to pay: (i) all reasonable out of pocket expenses incurred by the Secured Party Representatives, the Lenders, and their respective Affiliates, including the reasonable fees, charges and disbursements of counsel for each Secured Party Representative and the Lenders in connection with the documentation of the credit facilities provided for herein, the preparation and administration of this Agreement and the other Loan Documents or any amendments, modifications or waivers of the provisions hereof or thereof, subject to any caps separately agreed; (ii) all out of pocket expenses incurred by either Secured Party Representative or any Lender, including the fees, charges and disbursements of any counsel for the Administrative Agent and the Security Trustee or any Lender, in connection with the enforcement or protection of its rights in connection with this Agreement and the other Loan Documents, including its rights under this Section, or in connection with the Loans made hereunder, including in connection with any workout, restructuring or negotiations in respect thereof; and (iii) all costs, expenses, assessments and all other charges incurred in connection with any filing, registration, recording or perfection of any security interest contemplated by (and only to the extent required by) any Security Document. This Section 12.03(a) shall not apply to Taxes, which for the avoidance of doubt are dealt with solely under Section 2.14. (b) Indemnification by the Borrower. The Borrower agrees to indemnify the Administrative Agent, the Security Trustee, each Hedging Provider and each Lender, and each Related Party of any of the foregoing Persons (each such Person being called an “Indemnitee”) against, and hold each Indemnitee harmless from, any and all losses, claims, damages, liabilities and related reasonable expenses (excluding Taxes, which for the avoidance of doubt are dealt with solely under Section 2.14), including the fees, charges and disbursements of any counsel for any Indemnitee, incurred by or asserted against any Indemnitee arising out of, in connection with, or as a result of: (i) the execution or delivery of this Agreement, the other Loan Documents or any agreement or instrument contemplated hereby or thereby, the performance by the parties hereto of their respective obligations hereunder or thereunder or the consummation of the Transactions or any other transactions contemplated hereby; - 126 - (ii) any Loan or the use of the proceeds therefrom or any payments that the Administrative Agent or Security Trustee is required to make in connection with the performance of its duties hereunder; (iii) the possession, use, ownership, operation, condition, manufacture, design, registration and maintenance of any Owned Asset; or (iv) any actual or prospective claim, litigation, investigation or proceeding relating to any of the foregoing, whether based on contract, tort or any other theory and regardless of whether any Indemnitee is a party thereto; provided that such indemnity shall not, as to any Indemnitee, be available to the extent that such losses, claims, damages, liabilities or related expenses have resulted from the gross negligence or willful misconduct of such Indemnitee. (c) Reimbursement by Lenders. To the extent that the Borrower fail to pay any amount required to be paid by it to the Administrative Agent or the Security Trustee under paragraph (a) or (b) of this Section, each Lender severally agrees to pay to the Administrative Agent or the Security Trustee, as the case may be, such Lender’s Applicable Percentage (determined as of the time that the applicable unreimbursed expense or indemnity payment is sought) of such unpaid amount; provided that the unreimbursed expense or indemnified loss, claim, damage, liability or related expense, as the case may be, was incurred by or asserted against the Administrative Agent or Security Trustee, as the case may be, in its capacity as such. (d) Waiver of Consequential Damages, Etc. To the extent permitted by Applicable Law, no Borrower Group Company shall assert, and each Borrower Group Company hereby waives, any claim against any Indemnitee, on any theory of liability, for special, indirect, consequential or punitive damages (as opposed to direct or actual damages) arising out of, in connection with, or as a result of, this Agreement or any agreement or instrument contemplated hereby, the Transactions, any Loan or the use of the proceeds thereof. (e) Payments. All amounts due under this Section shall be payable promptly after written demand therefor. Section 12.04. Successors and Assigns. (a) Assignments Generally. The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby, except that the Borrower may not assign or otherwise transfer any of its rights or obligations hereunder without the prior written consent of each Lender (and any attempted assignment or transfer by the Borrower without such consent shall be null and void). Nothing in this Agreement, expressed or implied, shall be construed to confer upon any Person (other than the parties hereto, their respective successors and assigns permitted hereby and, to the extent expressly contemplated hereby, each Indemnitee) any legal or equitable right, remedy or claim under or by reason of this Agreement.

- 127 - (b) Assignments by Lenders. (i) Each Lender may, at any time, assign all or any portion of its Loans and/or its Commitments to any Eligible Assignee (other than any natural person); provided that (A) if such assignment occurs during the Availability Period, and no Event of Default has occurred and is continuing, and the assignee is not a Person that is already a Lender or an Affiliate of a Lender, such assigning Lender shall have obtained the Borrower’s prior written consent (not to be unreasonably conditioned, withheld or delayed) and (B) such sale, assignment or transfer shall not have an adverse tax consequence, increased cost or other increase in obligations, measured as of the date of such sale, assignment or transfer on any member of the Borrower Group Company. (ii) Subject to acceptance and recording thereof pursuant to paragraph (b)(iii) of this Section, from and after the effective date specified in each Assignment and Acceptance, the assignee or transferee thereunder shall be a party hereto and, to the extent of the interest assigned or transferred by such Assignment and Acceptance, have the rights and obligations of a Lender under this Agreement. No Borrower Group Company shall be obliged to make any payment to such assignee or transferee in an amount greater than it would have had to make or perform any increased obligation that it would not have suffered or incurred had such assignment or transfer not taken place based on Applicable Laws, rules or regulations existing at the time of such assignment or transfer. An assigning or transferring Lender thereunder shall, to the extent of the interest assigned or transferred by such Assignment and Acceptance, be released from its obligations under this Agreement (and, in the case of an Assignment and Acceptance covering all of the assigning or transferring Lender’s rights and obligations under this Agreement, such Lender shall cease to be a party hereto) but shall continue to be entitled to the benefits of Section 2.12, Section 2.14 and Section 12.03 with respect to facts and circumstances occurring prior to the effective date of such assignment or transfer. Any assignment or transfer by a Lender of rights or obligations under this Agreement that does not comply with this Section shall be treated for purposes of this Agreement as a sale by such Lender of a participation in such rights and obligations in accordance with paragraph (c) of this Section 12.04. (iii) The Security Trustee shall maintain at one of its offices a copy of each Assignment and Acceptance delivered to it and a register for the recordation of the names and addresses of the Lenders, and the Commitment of, and principal amounts of (and stated interest on) the Loans owing to, each Lender pursuant to the terms hereof from time to time (the “Register”). The entries in the Register shall be conclusive, absent manifest error, and the Borrower, Secured Party Representative and the Lenders shall treat each Person whose name is recorded in the Register pursuant to the terms hereof as a Lender hereunder for all purposes of this Agreement, notwithstanding notice to the contrary. The Register shall be available for inspection by the Borrower and any Lender, at any reasonable time and from time to time upon reasonable prior notice. The assignment or transfer of a Loan shall only be effective following registration of such assignment or transfer on the Register. The Register is intended to cause each Loan and other obligation hereunder to be in “registered form” within the meaning of Section 5f.103-1(c) of the Treasury Regulations and Section 1.163-5(b) of the proposed Treasury Regulations and within the meaning of Sections 163(f), 871(h)(2) and 881(c)(2) of the Code. - 128 - (iv) Upon its receipt of a duly completed Assignment and Acceptance executed by an assigning or transferring Lender and an assignee or transferee, the processing and recordation fee in the amount of $2,500 (provided, however, that the Security Trustee may, in its sole discretion, elect to waive such processing and recordation fee in the case of any assignment or transfer) and any written consent to such assignment or transfer required by paragraph (b)(ii)(A) of this Section, the Security Trustee shall accept such Assignment and Acceptance and record the information contained therein in the Register. No assignment or transfer shall be effective for purposes of this Agreement unless it has been recorded in the Register as provided in this paragraph. (v) Notwithstanding anything to the contrary in this Section 11.03, any Conduit Lender may, with notice to, but without the prior written consent of, the Borrowers or the Administrative Agent and without paying any processing fee therefor, assign all or a portion of its interests in any Advances to its Granting Lender. (c) (i) Following the Closing Date, any Lender may, with notice to the Borrower, sell participations to one or more banks or other entities (a “Participant”) in all or a portion of such Lender’s rights and obligations under this Agreement and the other Loan Documents (including all or a portion of the Loans owing to it); provided that: (A) such Participant must be an Eligible Assignee (excluding, for the purposes of this clause (A), clauses (d)(A) through (d)(C) of the definition of Eligible Assignee); (B) such Lender’s obligations under this Agreement and the other Loan Documents shall remain unchanged; (C) such Lender shall remain solely responsible to the other parties hereto for the performance of such obligations; and (D) the Borrower, the Security Trustee, the Administrative Agent and the other Lenders shall continue to deal solely and directly with such Lender in connection with such Lender’s rights and obligations under this Agreement and the other Loan Documents. Any agreement or instrument pursuant to which a Lender sells such a participation shall provide that such Lender shall retain the sole right to enforce this Agreement and the other Loan Documents and to approve any amendment, modification or waiver of any provision of this Agreement or any other Loan Document; provided that such agreement or instrument may provide that such Lender will not, without the consent of the Participant, agree to any amendment, modification or waiver described in the first proviso to Section 12.02(b) that affects such Participant. Subject to paragraph (c)(ii) of this Section, the Borrower agrees that each Participant shall be entitled to the benefits of Sections 2.12, 2.13 and 2.14 to the same extent as if it were a Lender and had acquired its interest by assignment pursuant to paragraph (b) of this Section. To the extent permitted by law, each Participant also shall be entitled to the benefits of Section 12.09 as though it were a Lender; provided that such Participant agrees to be subject to Section 2.15(c) as though it were a Lender. - 129 - (ii) Limitations on Rights of Participants. A Participant shall not be entitled to receive any greater payment under Section 2.12 or 2.14 than the applicable Lender would have been entitled to receive with respect to the participation sold to such Participant: (A) except to the extent (if any) such Participant would have been so entitled pursuant to this Agreement if it were a Lender and had acquired its interest by assignment pursuant to Section 12.04(b); or (B) unless the sale of the participation to such Participant is made with the Borrower’s prior written consent. A Participant shall not be entitled to the benefits of Section 2.14 unless the Borrower is notified of the participation sold to such Participant and such Participant agrees, for the benefit of the Borrower, to comply with Section 2.14 as though it were a Lender. (iii) Participant Register. In the event that any Lender grants a participation in a Loan, such Lender shall maintain a register, acting solely for this purpose as an agent of the Borrower, on which it enters the name and address of all participants in the Loans held by it and the principal amounts of (and stated interest on) the portions of the Loans which are the subjects of the participations (the “Participant Register”). A Loan may be participated in whole or in part only by registration of such participation on the Participant Register; provided that no Lender shall have any obligation to disclose all or any portion of the Participant Register to any Person (including the identity of any Participant or any information relating to a Participant’s interest in rights and obligations under this Agreement and the other Loan Documents (including the portion of the Loans owning to it)) other than to the Borrower (to the extent notification of the participation is made to such Person(s) pursuant to the above provisions) except to the extent that such disclosure is necessary to establish that such participation interest is in registered form under Section 5f.103-1(c) of the Treasury Regulations and Section 1.163- 5(b) of the proposed Treasury Regulations. (d) Any Lender may, without the consent of the Borrower or the Administrative Agent, at any time pledge or assign a security interest in all or any portion of its rights under this Agreement to secure obligations of such Lender, including, without limitation, any pledge or assignment to secure obligations to a Federal Reserve Bank, and this Section 12.04 shall not apply to any such pledge or assignment of a security interest; provided that no such pledge or assignment of a security interest shall release a Lender from any of its obligations hereunder or substitute any such pledgee or assignee for such Lender as a party hereto. Section 12.05. Limited Recourse. Each Borrower Group Company’s liability under the Loan Documents and each Secured Party’s recourse to each Borrower Group Company under the Loan Documents shall be limited to amounts recovered by the Security Trustee in enforcing the security constituted by the Security Documents and each Secured Party agrees that it shall not have recourse under the Loan Documents to any of the Borrower Group Company’s other assets. The obligations of each Borrower Group Company under the Loan Documents are solely the corporate obligations of such Borrower Group Company and no person or entity (including, without limitation, each Secured Party) shall have any recourse against any director or officer of any Borrower Group Company in respect of any obligation, covenant, indemnity, representation - 130 - or agreement made or given by such Borrower Group Company pursuant to the Loan Documents or any notice or document which such Borrower Group Company is requested to deliver pursuant to the provisions of the Loan Documents. Without prejudice to the rights of the Secured Parties under the Security Documents, no Secured Party will until the expiry of one year and one day after the payment of all sums outstanding and owing under the latest maturing Loan, take any corporate action or other steps or legal proceedings for the winding-up, dissolution or re- organization or for the appointment of a receiver, administrator, administrative receiver, bankruptcy trustee, liquidator, sequestrator or similar officer of any Borrower Group Company, or against any of the revenues and assets of any Borrower Group Company; provided, however, that nothing shall prevent any party hereto from otherwise participating in such bankruptcy or other proceeding instituted by any other Person. Section 12.06. Survival. All covenants, agreements, representations and warranties made by the Borrower Group Companies herein and in the certificates or other instruments delivered in connection with or pursuant to this Agreement shall be considered to have been relied upon by the other parties hereto and shall survive the execution and delivery of this Agreement and the making of any Loans. The provisions of Sections 2.12, 2.14, 2.19, 12.02 and 12.06 shall survive and remain in full force and effect regardless of the consummation of the transactions contemplated hereby, the repayment of the Loans, the expiration or termination of the Commitments or the termination of this Agreement or any provision hereof. Section 12.07. Counterparts; Integration; Effectiveness. This Agreement may be executed in counterparts (and by different parties hereto on different counterparts), each of which shall constitute an original, but all of which when taken together shall constitute a single contract. This Agreement, the other Loans Documents and any separate letter agreements covering fees payable to the Administrative Agent constitute the entire contract between and among the parties relating to the subject matter hereof and supersede any and all previous agreements and understandings, oral or written, relating to the subject matter hereof. Except as provided in Section 3.01, this Agreement shall become effective when it shall have been executed by the Administrative Agent and when the Administrative Agent shall have received counterparts hereof which, when taken together, bear the signatures of each of the other parties hereto, and thereafter shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns permitted hereby. Delivery of an executed counterpart of a signature page to this Agreement by email shall be effective as delivery of a manually executed counterpart of this Agreement. Section 12.08. Severability. Any provision of this Agreement held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining provisions hereof; and the invalidity of a particular provision in a particular jurisdiction shall not invalidate such provision in any other jurisdiction. Section 12.09. Right of Setoff. If an Event of Default shall have occurred and be continuing, each Lender and each of its Affiliates is hereby authorized at any time and from time to time, to the fullest extent permitted by law, to set off and apply any and all deposits (general or special, time or demand, provisional or final) at any time held and other obligations at any time owing by such Lender or Affiliate to or for the credit or the account of any Borrower Group

- 131 - Company against any of and all the obligations of any Borrower Group Company now or hereafter existing under this Agreement held by such Lender, irrespective of whether or not such Lender shall have made any demand under this Agreement and although such obligations may be unmatured provided that in the event that any Defaulting Lender shall exercise any such right of setoff, (x) all amounts so set off shall be paid over promptly to the Administrative Agent for further application in accordance with the provisions of Section 12.02(d) and, pending such payment, shall be segregated by such Defaulting Lender from its other funds and deemed held in trust for the benefit of the Administrative Agent and the Lenders, and (y) the Defaulting Lender shall provide promptly to the Administrative Agent a statement describing in reasonable detail the obligations owing to such Defaulting Lender as to which it exercised such right of setoff. The rights of each Lender under this Section are in addition to other rights and remedies (including other rights of setoff) which such Lender may have. Section 12.10. Governing Law; Jurisdiction; Service of Process; Etc. (a) Governing Law. This Agreement shall be construed in accordance with and governed by the law of the State of New York. (b) Submission to Jurisdiction. Each Borrower Group Company hereby irrevocably and unconditionally submits, for itself and its property, to the nonexclusive jurisdiction of the Supreme Court of the State of New York sitting in New York County and of the United States District Court of the Southern District of New York, and any appellate court from any thereof, in any suit, action or proceeding arising out of or relating to this Agreement or the other Loan Documents, or for recognition or enforcement of any judgment, and each of the parties hereto hereby irrevocably and unconditionally agrees that all claims in respect of any such suit, action or proceeding may be heard and determined in such New York State or, to the extent permitted by law, in such Federal court. Each of the parties hereto agrees that a final judgment in any such suit, action or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. Nothing in this Agreement or the other Loan Documents shall affect any right that the Administrative Agent, Security Trustee or any Lender may otherwise have to bring any suit, action or proceeding relating to this Agreement or the other Loan Documents against any Borrower Group Company, WLFC or its respective properties in the courts of any jurisdiction. (c) Process Agent. Each Borrower Group Company that is not incorporated or otherwise organized in a state of the United States, if any from time to time, hereby agrees that service of all writs, process and summonses in any such suit, action or proceeding brought in the State of New York may be made upon the Servicer (the “Process Agent”), and each such Borrower Group Company hereby confirms and agrees that the Process Agent shall be duly and irrevocably appointed as its agent and true and lawful attorney in fact in its name, place and stead to accept such service of any and all such writs, process and summonses in favor of such process agent, and agrees that the failure of the Process Agent to give any notice of any such service of process to any Borrower Group Company shall not impair or affect the validity of such service or of any judgment based thereon. Each Borrower Group Company hereby further irrevocably consents to the service of process in any suit, action or proceeding in such courts by the mailing thereof by the Administrative Agent, Security Trustee or any Lender by registered or certified mail, postage prepaid, at its address for notices set forth in Section 12.01. - 132 - (d) Waiver of Venue. Each Borrower Group Company hereby irrevocably and unconditionally waives, to the fullest extent it may legally and effectively do so, any objection which it may now or hereafter have to the laying of venue of any suit, action or proceeding arising out of or relating to this Agreement or any other Loan Document brought in court referred to in paragraph (b) of this Section. Each of the parties hereto hereby irrevocably waives, to the fullest extent permitted by law, the defense of an inconvenient forum to the maintenance of such suit, action or proceeding in any such court. (e) Other Service. Nothing in this Agreement will affect the right of any party to this Agreement to serve process in any other manner permitted by law. Section 12.11. WAIVER OF JURY TRIAL. EACH PARTY HERETO HEREBY WAIVES, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING DIRECTLY OR INDIRECTLY ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE OTHER LOAN DOCUMENTS OR THE TRANSACTIONS CONTEMPLATED HEREBY OR THEREBY (WHETHER BASED ON CONTRACT, TORT OR ANY OTHER THEORY). EACH PARTY HERETO (A) CERTIFIES THAT NO REPRESENTATIVE, AGENT OR ATTORNEY OF ANY OTHER PARTY HAS REPRESENTED, EXPRESSLY OR OTHERWISE, THAT SUCH OTHER PARTY WOULD NOT, IN THE EVENT OF LITIGATION, SEEK TO ENFORCE THE FOREGOING WAIVER AND (B) ACKNOWLEDGES THAT IT AND THE OTHER PARTIES HERETO HAVE BEEN INDUCED TO ENTER INTO THIS AGREEMENT BY, AMONG OTHER THINGS, THE MUTUAL WAIVERS AND CERTIFICATIONS IN THIS SECTION. Section 12.12. No Immunity. To the extent that any Borrower Group Company may be or become entitled, in any jurisdiction in which judicial proceedings may at any time be commenced with respect to this Agreement or any other Loan Document, to claim for itself or its properties or revenues any immunity from suit, court jurisdiction, attachment prior to judgment, attachment in aid of execution of a judgment, execution of a judgment or from any other legal process or remedy relating to its obligations under this Agreement or any other Loan Document, and to the extent that in any such jurisdiction there may be attributed such an immunity (whether or not claimed), each Borrower Group Company hereby irrevocably agrees not to claim and hereby irrevocably waives such immunity to the fullest extent permitted by the laws of such jurisdiction. Section 12.13. Judgment Currency. This is an international loan transaction in which the specification of Dollars and payment in New York City is of the essence, and the obligations of the Borrower under this Agreement to make payment to (or for account of) a Lender or Secured Party Representative in Dollars shall not be discharged or satisfied by any tender or recovery pursuant to any judgment expressed in or converted into any other currency or in another place except to the extent that such tender or recovery results in the effective receipt by such Lender or Secured Party Representative in New York City of the full amount of Dollars payable to such Lender or Secured Party Representative under this Agreement. If for the purpose of obtaining judgment in any court it is necessary to convert a sum due hereunder in Dollars into another currency (in this Section called the “judgment currency”), the rate of exchange that shall be applied shall be that at which in accordance with normal banking procedures the Administrative - 133 - Agent could purchase such Dollars at the principal office of the Administrative Agent in New York City with the judgment currency on the Business Day next preceding the day on which such judgment is rendered. The obligations of the Borrower in respect of any such sum due from them to the Administrative Agent, the Security Trustee, or any Lender hereunder or under any other Loan Document (in this Section called an “Entitled Person”) shall, notwithstanding the rate of exchange actually applied in rendering such judgment, be discharged only to the extent that on the Business Day following receipt by such Entitled Person of any sum adjudged to be due hereunder in the judgment currency such Entitled Person may in accordance with normal banking procedures purchase and transfer Dollars to New York City with the amount of the judgment currency so adjudged to be due; and the Borrower hereby, as a separate obligation and notwithstanding any such judgment, agrees to indemnify such Entitled Person against, and to pay such Entitled Person on demand, in Dollars, the amount (if any) by which the sum originally due to such Entitled Person in Dollars hereunder exceeds the amount of the Dollars so purchased and transferred. Section 12.14. Use of English Language. This Agreement has been negotiated and executed in the English language. All certificates, reports, notices and other documents and communications given or delivered pursuant to this Agreement (including any modifications or supplements hereto) shall be in the English language or accompanied by a certified English translation thereof. In the case of any document originally issued in a language other than English, the English language version of any such document shall for purposes of this Agreement, and absent manifest error, control the meaning of the matters set forth therein. Section 12.15. Headings. Article and Section headings and the Table of Contents used herein are for convenience of reference only, are not part of this Agreement and shall not affect the construction of, or be taken into consideration in interpreting, this Agreement. Section 12.16. Confidentiality. Each of the Facility Agent, the Administrative Agent, the Security Trustee and the Lenders agrees to maintain the confidentiality of the Information (as defined below), except that Information may be disclosed: (a) to its Affiliates and to its and its Affiliates’ respective partners, directors, officers, employees, agents, advisors and other representatives (it being understood that the Persons to whom such disclosure is made will be informed of the confidential nature of such Information and instructed to keep such Information confidential); (b) to the extent requested by any regulatory authority purporting to have jurisdiction over it (including any self-regulatory organization); (c) to the extent required by Applicable Laws or regulations or by any subpoena or similar legal process; (d) to any other party hereto; (e) in connection with the exercise of any remedies under any Loan Document or any suit, action or proceeding relating to any Loan Document or the enforcement of rights hereunder or thereunder; - 134 - (f) subject to an agreement containing provisions substantially the same as those of this Section, to: (i) any assignee of or participant in, or any prospective assignee of or participant in, any of its rights or obligations under this Agreement; or (ii) any actual or prospective counterparty (or its advisors) to any swap or derivative transaction relating to the Borrower and its obligations; (g) to any rating agency that rates a Conduit Lender’s obligations or any credit enhancer to any commercial paper conduit, to the extent necessary in connection with obtaining or maintaining such rating (including, in the case of disclosure to a rating agency, by means of a password protected internet website maintained in connection with Rule 17g-5); (h) to any Support Party or actual or potential subordinated investor in, or first loss equity provider to, any Conduit Lender or Support Party, subject to an agreement from such Person containing provisions substantially the same as those of this Section; (i) with the consent of the Borrower; or (j) to the extent such Information: (i) becomes publicly available other than as a result of a breach of this Section 12.16; or (ii) becomes available to such Person (being the Administrative Agent, Security Trustee or Lender) or any of its Affiliates on a non-confidential basis from a source other than the Borrower that, to the knowledge of such recipient, is not providing such Information in breach of any duty or obligation of confidentiality. For purposes of this Section, “Information” means all information received from the Servicer, WLFC, the Borrower or any of its Subsidiaries relating to the Servicer, WLFC, the Borrower or any of its Subsidiaries or any of their respective businesses or assets, other than any such information that is available to the relevant Person (being the Facility Agent, the Administrative Agent, the Security Trustee or a Lender) on a non-confidential basis prior to disclosure by the Servicer, WLFC, the Borrower or any of its Subsidiaries. Any Person required to maintain the confidentiality of Information as provided in this Section shall be considered to have complied with its obligation to do so if such Person has exercised the same degree of care to maintain the confidentiality of such Information as such Person would accord to its own confidential information. Section 12.17. USA PATRIOT Act. (a) Each Lender and Secured Party Representative hereby notifies the Borrower that pursuant to the requirements of the USA PATRIOT Act, it is required to obtain, verify and record information that identifies the Borrower, which information includes the names

- 135 - and addresses of the Borrower and other information that will allow such Lender or Secured Party Representative to identify the Borrower in accordance with said Act. (b) In order to comply with the laws, rules, regulations and executive orders in effect from time to time applicable to banking institutions, including, without limitation, those relating to the funding of terrorist activities and money laundering, including Section 326 of the USA PATRIOT Act (the “Compliance Regulations”), the Administrative Agent is required to obtain, verify, record and update certain information relating to individuals and entities which maintain a business relationship with the Administrative Agent. Accordingly, each of the parties agree to provide to the Administrative Agent, upon its request from time to time such identifying information and documentation as may be available for such party in order to enable the Administrative Agent to comply with the Compliance Regulations. Section 12.18. Contractual Recognition of Bail-In. Notwithstanding anything to the contrary in any Loan Document or in any other agreement, arrangement or understanding among any such parties, each party hereto acknowledges that any liability of any Affected Financial Institution arising under any Loan Document, to the extent such liability is unsecured, may be subject to the Write-Down and Conversion Powers of the applicable Resolution Authority and agrees and consents to, and acknowledges and agrees to be bound by: (a) the application of any Write-Down and Conversion Powers by the applicable Resolution Authority to any such liabilities arising hereunder which may be payable to it by any party hereto that is an Affected Financial Institution; and (b) the effects of any Bail-In Action on any such liability, including, if applicable: (i) a reduction in full or in part or cancellation of any such liability; (ii) a conversion of all, or a portion of, such liability into shares or other instruments of ownership in such Affected Financial Institution, its parent undertaking, or a bridge institution that may be issued to it or otherwise conferred on it, and that such shares or other instruments of ownership will be accepted by it in lieu of any rights with respect to any such liability under this Agreement or any other Loan Document; or (iii) the variation of the terms of such liability in connection with the exercise of the Write-Down and Conversion Powers of the applicable Resolution Authority. Section 12.19. Acknowledgment Regarding Any Supported QFCs. (a) Acknowledgments. To the extent that the Loan Documents provide support, through a guarantee or otherwise, for Hedging Agreements or any other agreement or instrument that is a QFC (such support, “QFC Credit Support” and each such QFC a “Supported QFC”), the parties acknowledge and agree as follows with respect to the resolution power of the Federal Deposit Insurance Corporation under the Federal Deposit Insurance Act and Title II of the Dodd-Frank Wall Street Reform and Consumer Protection Act (together with the regulations promulgated thereunder, the “U.S. Special Resolution Regimes”) in respect of such Supported QFC and QFC Credit Support (with the provisions below applicable notwithstanding - 136 - that the Loan Documents and any Supported QFC may in fact be stated to be governed by the laws of the State of New York and/or of the United States or any other state of the United States): (i) In the event a Covered Party becomes subject to a proceeding under a U.S. Special Resolution Regime, the transfer of such Supported QFC and the benefit of such QFC Credit Support (and any interest and obligation in or under such Supported QFC and such QFC Credit Support, and any rights in property securing such Supported QFC or such QFC Credit Support) from such Covered Party will be effective to the same extent as the transfer would be effective under the U.S. Special Resolution Regime if the Supported QFC and such QFC Credit Support (and any such interest, obligation and rights in property) were governed by the laws of the United States or a state of the United States. (ii) In the event a Covered Party or a BHC Act Affiliate of a Covered Party becomes subject to a proceeding under a U.S. Special Resolution Regime, Default Rights under the Loan Documents that might otherwise apply to such Supported QFC or any QFC Credit Support that may be exercised against such Covered Party are permitted to be exercised to no greater extent than such Default Rights could be exercised under the U.S. Special Resolution Regime if the Supported QFC and the Loan Documents were governed by the laws of the United States or a state of the United States. Without limitation of the foregoing, it is understood and agreed that the rights and remedies of the parties with respect to a Defaulting Lender shall in no event affect the rights of any Covered Party with respect to a Supported QFC or any QFC Credit Support. (b) Definitions. As used in this Section 12.19, the following terms have the following meanings: “BHC Act Affiliate” of any party means an “affiliate” (as such term is defined under, and interpreted in accordance with, 12 U.S.C. §1841(k)) of such party. “Covered Entity” means any of the following: (i) a “covered entity” as that term is defined in, and interpreted in accordance with, 12 C.F.R. §252.82(b); (ii) a “covered bank” as that term is defined in, and interpreted in accordance with 12 C.F.R. §47.3(b); or (iii) a “covered FSI” as that term is defined in, and interpreted in accordance with, 12 C.F.R. §382.2(b). “Covered Party” means any Covered Entity that is party to a Supported QFC. “Default Right” has the meaning assigned to that term in, and shall be interpreted in accordance with, 12 C.F.R. §252.81, 47.2 or 382.1, as applicable. “QFC” has the meaning assigned to the term “qualified financial contract” in, and shall be interpreted in accordance with, 12 U.S.C. §5390(c)(8)(D). Section 12.20. No Proceedings. Each party hereto hereby agrees that it will not institute, and each Borrower agrees that it will not permit any Asset Subsidiary to institute, against any Conduit Lender, or join any other Person in instituting against any Conduit Lender, any bankruptcy, reorganization, insolvency, receivership, arrangement, liquidation or similar - 137 - proceeding in any jurisdiction from the Closing Date until one year plus one day following the last day on which all commercial paper notes and other publicly or privately placed indebtedness for borrowed money of such Conduit Lender shall have been indefeasibly paid in full. The provisions of this Section 12.20 shall survive the termination of this Agreement. Section 12.21. Limited Recourse to Conduit Lenders. No recourse under any obligation, covenant or agreement of a Conduit Lender as contained in any Loan Document shall be had against any incorporator, stockholder, administrator, member, affiliate, officer, employee, manager or director of a Conduit Lender (other than the related Designated Lender), by the enforcement of any assessment or by any legal or equitable proceeding, by virtue of any statute or otherwise; it being expressly agreed and understood that the agreements of each Conduit Lender contained in any Loan Document are solely corporate or limited liability company obligations of such Conduit Lender and that no personal liability whatsoever shall attach to or be incurred by the incorporators, stockholders, administrators, members, affiliates, officers, employees, managers or directors of such Conduit Lender, under or by reason of any of the respective obligations, covenants or agreements of such Conduit Lender (other than the related Designated Lender) contained in any Loan Document, or implied therefrom, and that any and all personal liability of every such incorporator, stockholder, administrator, member, affiliate, officer, employee, manager or director of such Conduit Lender (other than the related Designated Lender) with respect to any such obligation, covenant or agreement (including arising out of any breach thereof by such Conduit Lender), which liability may arise either at common law or in equity, by statute or constitution, or otherwise, is hereby expressly waived as a condition of and in consideration for the execution of this Agreement. Notwithstanding anything contained in this Agreement herein, but without limiting the liability and obligation of the related Designated Lender for all such amounts and other obligations that would otherwise be payable by such Conduit Lender, no Conduit Lender shall have any obligation to pay any amount required to be paid by it hereunder, unless it has received such amounts from payments on the Loans. In addition, but without limiting the liability and obligation of the related Designated Lender for all such amounts and other obligations that would otherwise be payable by such Conduit Lender, all payment obligations of a Conduit Lender hereunder are contingent upon the availability of funds received by it from payments on the Loans in excess of the amounts necessary to pay commercial paper, and each party hereto agrees that it shall not have a claim under Section 101(5) of the United States Bankruptcy Code or any similar law in any other jurisdiction against such Conduit Lender unless the amounts received by it of payments on the Loans are sufficient to pay such amounts and any such payment obligation exceeds the amount available to a Conduit Lender to pay such amounts after paying or making provision for the payment of its commercial paper and related amounts. The provisions of this Section 12.21 shall survive the termination of this Agreement. [Signature pages to follow] - 138 - IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by their respective authorized officers or representatives as of the day and year first above written. WILLIS WAREHOUSE FACILITY LLC, as the Borrower By: /s/ Scott B. Flaherty Name: Scott B. Flaherty Title: Manager

- 139 - BANK OF UTAH, not in its individual capacity, but solely as Security Trustee By: /s/ Joseph H. Pugsley Name: Joseph H. Pugsley Title: Vice President - 140 - BANK OF UTAH, not in its individual capacity, but solely as Administrative Agent By: /s/ Joseph H. Pugsley Name: Joseph H. Pugsley Title: Vice President - 141 - BANK OF AMERICA, N.A., as Facility Agent By: /s/ Andrew Cantillon Name: Andrew Cantillon Title: Director - 142 - BANK OF AMERICA, N.A., as a Lender By: /s/ Andrew Cantillon Name: Andrew Cantillon Title: Director

- 143 - BNP PARIBAS, as a Lender By: /s/ Timothy McNally Name: Timothy McNally Title Director By: /s/ Ahsan Avais Name: Ahsan Avais Title Director - 144 - CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK, as a Lender By: /s/ Leo Burrell Name: Leo Burrell Title MD By: /s/ Richard McBride Name: Richard McBride Title Director - 145 - WELLS FARGO BANK, N.A., as a Lender By: /s/ William R. Eustis Name: William R. Eustis Title Managing Director - 146 - MUFG BANK, LTD., as a Lender By: /s/ Aqmar Chowdhury Name: Aqmar Chowdhury Title Director

Schedule I-1 SCHEDULE I COMMITMENTS AND LENDERS Name of Designated Lender Name of Conduit Lender Lending Office Total Commitment Applicable Percentage(1) Bank of America, N.A. N/A North Carolina $115,000,000 23% BNP Paribas N/A New York $115,000,000 23% Crédit Agricole Corporate and Investment Bank La Fayette Asset Securitization LLC New York $90,000,000 18% Wells Fargo Bank, N.A. N/A North Carolina $90,000,000 18% MUFG Bank, Ltd. N/A New York $90,000,000 18% TOTAL $500,000,000 100.00% (1) Percentages rounded to second decimal; may not equal 100% due to rounding. Schedule II-1 SCHEDULE II BORROWER GROUP COMPANIES Borrower Group Company Authorized Nature of Ownership Interest Number / Percent of Outstanding Ownership Interests Name of Each Owner of Applicable Ownership Interest Willis Warehouse Facility LLC Membership Interest 100% Membership Interest Willis Lease Finance Corporation Schedule III-1 SCHEDULE III FORM OF ASSIGNMENT AND ACCEPTANCE Assignment and Acceptance Agreement This Assignment and Acceptance (the “Assignment and Acceptance”) is dated as of the Effective Date set forth below and is entered into by and between [Insert name of Assignor] (the “Assignor”) and [Insert name of Assignee] (the “Assignee”). Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement identified below (as amended from time to time, the “Credit Agreement”), receipt of a copy of which is hereby acknowledged by the Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Acceptance as if set forth herein in full. For an agreed consideration, the Assignor hereby irrevocably sells and assigns to the Assignee, and the Assignee hereby irrevocably purchases and assumes from the Assignor, subject to and in accordance with the Standard Terms and Conditions and the Credit Agreement, as of the Effective Date inserted by the Assignor as contemplated below: (a) all of the Assignor’s rights and obligations in its capacity as a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto to the extent related to the amount and percentage interest identified below of all of such outstanding rights and obligations of the Assignor under the Credit Agreement; and (b) to the extent permitted to be assigned under applicable law, all claims, suits, causes of action and any other right of the Assignor (in its capacity as a Lender) against any Person, whether known or unknown, arising under or in connection with the Credit Agreement, any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the foregoing, including contract claims, tort claims, malpractice claims, statutory claims and all other claims at law or in equity related to the rights and obligations sold and assigned pursuant to paragraph (a) above (the rights and obligations sold and assigned pursuant to paragraphs (a) and (b) above being referred to herein collectively as the “Assigned Interest”). Such sale and assignment is without recourse to the Assignor and, except as expressly provided in this Assignment and Acceptance, without representation or warranty by the Assignor. 1. Assignor: [____________], as a Lender 2. Assignee: [______________________________] 3. Assignee’s Lending Office [______________________________] 4. Borrower: Willis Warehouse Facility LLC 5. Administrative Agent: Bank of Utah, as Administrative Agent under the Credit Agreement Schedule III-2 6. Credit Agreement: The $500,000,000 Secured Credit Agreement dated as of May 3, 2024 among, among others, Willis Warehouse Facility LLC as borrower, the lenders party thereto as Lenders, Bank of Utah, not in its individual capacity, but solely as Security Trustee and Administrative Agent, and Bank of America, N.A., as Facility Agent. 7. Assigned Interest: Aggregate Amount of Commitment/Loans for all Lenders Amount of Commitment/Loans Assigned Percentage Assigned of Commitment/Loans1 $ $ % $ $ % $ $ % Effective Date: _____________ ___, 20__ The terms set forth in this Assignment and Acceptance are hereby agreed to: ASSIGNOR NAME OF ASSIGNOR, as Lender By: Title: ASSIGNEE NAME OF ASSIGNEE By: Title: 1 Set forth, to at least 9 decimals, as a percentage of the Commitment/Loans of all Lenders thereunder.

Schedule III-3 Consented to and Accepted: Bank of Utah as Administrative Agent By Title: [Consented to: Willis Warehouse Facility LLC, as the Borrower By Title:]2 2 Insert only if required by terms of Credit Agreement. Schedule III-4 ANNEX 1 STANDARD TERMS AND CONDITIONS FOR ASSIGNMENT AND ACCEPTANCE 1. Representations and Warranties. 1.1 Assignor. The Assignor (a) represents and warrants that (i) it is the legal and beneficial owner of the Assigned Interest, (ii) the Assigned Interest is free and clear of any lien, encumbrance or other adverse claim, (iii) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Acceptance and to consummate the transactions contemplated hereby and (iv) it is not a Defaulting Lender, and (b) assumes no responsibility with respect to (i) any statements, warranties or representations made in or in connection with the Credit Agreement or any other Loan Document, (ii) the execution, legality, validity, enforceability, genuineness, sufficiency or value of the Credit Agreement or any collateral thereunder, (iii) the financial condition of the Borrower, any of its respective Subsidiaries or Affiliates or any other Person obligated in respect of the Credit Agreement or (iv) the performance or observance by the Borrower, any of its respective Subsidiaries or Affiliates or any other Person of any of their respective obligations under the Credit Agreement. 1.2. Assignee. The Assignee (a) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Assignment and Acceptance and to consummate the transactions contemplated hereby and to become a Lender under the Credit Agreement, (ii) it satisfies the requirements, if any, specified in the Credit Agreement that are required to be satisfied by it in order to acquire the Assigned Interest and become a Lender, (iii) from and after the Effective Date, it shall be bound by the provisions of the Credit Agreement as a Lender thereunder and, to the extent of the Assigned Interest, shall have the obligations of a Lender thereunder, (iv) it has received a copy of the Credit Agreement, together with copies of the most recent financial statements delivered pursuant to Section 5.01 thereof, as applicable, and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Assignment and Acceptance and to purchase the Assigned Interest on the basis of which it has made such analysis and decision independently and without reliance on the Administrative Agent or any other Lender; and (v) attached to the Assignment and Acceptance is any documentation required to be delivered by it pursuant to the terms of the Credit Agreement, duly completed and executed by the Assignee; and (b) agrees that (i) it will, independently and without reliance on the Administrative Agent, the Assignor or any other Lender, and based on such documents and information as it shall deem appropriate at the time, continue to make its own credit decisions in taking or not taking action under the Credit Agreement, and (ii) it will perform in accordance with their terms all of the obligations which by the terms of the Credit Agreement are required to be performed by it as a Lender. 2. Payments. From and after the Effective Date, the Administrative Agent shall make all payments to the Assignee. 3. General Provisions. This Assignment and Acceptance shall be binding upon, and inure to the benefit of, the parties hereto and their respective successors and assigns. This Assignment and Acceptance may be executed in any number of counterparts, which together shall Schedule III-5 constitute one instrument. Delivery of an executed counterpart of a signature page of this Assignment and Acceptance by telecopy shall be effective as delivery of a manually executed counterpart of this Assignment and Acceptance. This Assignment and Acceptance shall be governed by, and construed in accordance with, the law of the State of New York. Schedule IV-1 SCHEDULE IV FORM OF LOAN REQUEST LOAN REQUEST [__________][_], 20 [_] Bank of Utah as Administrative Agent 50 South 200 East, Suite 110 Salt Lake City, UT 84111 E-mail: corptrust@bankofutah.com Attention: Joseph H. Pugsley Bank of Utah as Security Trustee 50 South 200 East, Suite 110 Salt Lake City, UT 84111 E-mail: corptrust@bankofutah.com Attention: Joseph H. Pugsley Ladies and Gentlemen: 1. Reference is made to the Secured Credit Agreement (as amended, the “Credit Agreement”) dated as of May 3, 2024 among, among others, Willis Warehouse Facility LLC, as Borrower, the lenders party thereto, as Lenders, Bank of Utah, as Security Trustee, Bank of Utah, as Administrative Agent, and Bank of America, N.A., as Facility Agent. Terms defined in the Credit Agreement are used herein as defined therein. 2. This Loan Request is delivered to you pursuant to Section 2.03 of the Credit Agreement. Pursuant to Section 2.03 of the Credit Agreement, the undersigned, as Borrower, hereby gives you irrevocable notice that the undersigned hereby requests a Loan/Loans under the Credit Agreement, and in that connection sets forth below the information relating to such Loan/Loans: (a) The aggregate principal amount of the proposed Loan/Loans is $_______. The Annex hereto sets out the Assets in respect of which this Loan Request is made and the aggregate principal of each Loan in respect of each Asset requested. (b) The Borrower requests that the proposed Loan/Loans be advanced to the following account on [date]: [_] 3. The Borrower agrees that making of the Loans described in this Loan Request is contingent on satisfaction of the conditions precedent in Section 3.02 of the Credit Agreement and represents

Schedule IV-2 and warrants to its Actual Knowledge that the information contained in the Annexes to this Loan Request is true and accurate. Very truly yours, Willis Warehouse Facility LLC By: Title: Schedule IV-3 ANNEX ASSET SCHEDULE 1. Basic Asset Information Asset Aircraft Equipment Manufacturer, Model and Manufacturer’s Serial Number Principal Requested ($) Initial Appraised Value of Aircraft Equipment [Outstanding principal balance of Loan Asset as of Cut- Off Date ($)][_][_][_][_] 2. Stock Asset Information [Details of the Asset Owning Entity and the amount of stock to be acquired if an Asset Interest is being acquired] 3. Asset Owning Entities [Details of the Asset Owning Entity] Schedule V-1 SCHEDULE V CONCENTRATION LIMITS Category Concentration Limit(1) Asset type [*][*][*][*][*][*][*][*][*][*][*][*][*][*] Lessee [*][*][*][*][*][*][*][*][*][*][*][*] Region(2) [*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*] (1) All amounts to be tested are the percentage equivalent of the fraction where the numerator is the aggregate outstanding Loan amounts relating to Asset falling into the relevant category and Schedule V-2 the denominator is (i) during the Availability Period, the Maximum Loan Amount and (ii) after the Availability Period, the aggregate outstanding principal amount of all Loans then outstanding. (2) The designation of regions is set out below. (3) Up to [*]% if [*], [*] and [*] comprise, in the aggregate, over 15%. Region Country Emerging South and Central America Argentina, Bahamas, Barbados, Bermuda, Brazil, Cayman Islands, Chile, Colombia, Costa Rica, El Salvador, Guatemala, Jamaica, Mexico, Panama, Peru and Trinidad & Tobago Western Europe European Union (excluding Bulgaria, Hungary and Poland), Iceland, Norway, Switzerland and the United Kingdom Eastern Europe Bulgaria, Hungary, Kazakhstan, Moldova, Poland and Turkey Africa & Middle East Algeria, Bahrain, Egypt, Ethiopia, Israel, Jordan, Kenya, Kuwait, Morocco, Nigeria, Oman, Qatar, Saudi Arabia, Senegal, South Africa, Tunisia and United Arab Emirates Developed APAC Australia, Cambodia, Hong Kong, Japan, New Zealand, Singapore and South Korea Emerging APAC China, Guam, India, Indonesia, Macau, Malaysia, Pakistan, Philippines, Sri Lanka, Taiwan, Thailand and Vietnam Undesignated All other countries Emerging Algeria, Argentina, Bahamas, Bahrain, Bangladesh, Barbados, Bermuda, Brazil, Bulgaria, Burma, Cayman Islands, Chile, China, Colombia, Costa Rica, Egypt, El Salvador, Ethiopia, Guam, Guatemala, India, Indonesia, Israel, Jamaica, Jordan, Kazakhstan, Kenya, Kuwait, Macau, Malaysia, Mexico, Morocco, Nigeria, Oman, Pakistan, Panama, Peru, Philippines, Qatar, Saudi Arabia, Senegal, South Africa, Sri Lanka, Taiwan, Thailand, Trinidad & Tobago, Tunisia, United Arab Emirates, Venezuela and Vietnam

Schedule VI-1 SCHEDULE VI FORM OF PROMISSORY NOTE PROMISSORY NOTE No. [_] New York, New York $ [_][Effective Date] 1. [_] (the “Borrower”) hereby promises to pay to [_] (the “Lender”), or registered assigns or transferees, the principal sum of US$[_], or, if less, the aggregate unpaid principal amount of all Loans made by the Lender to Borrower pursuant to that certain Secured Credit Agreement (as amended, the “Credit Agreement”) dated as of May 3, 2024 among, among others, the Borrower, Bank of Utah as security trustee (the “Security Trustee”), Bank of Utah, as administrative agent, Bank of America, N.A., as facility agent and certain lenders named therein, payable in full on the Final Repayment Date, together with interest on the unpaid principal amount hereof from time to time outstanding from and including the date hereof until such principal amount is paid in full. The applicable interest rate for the Loans evidenced by this Promissory Note can vary in accordance with the definition of “Term SOFR” in the Credit Agreement. Interest shall accrue with respect to each Interest Period at the rate calculated in accordance with Section 2.10(a) of the Credit Agreement in effect for such Interest Period and shall be payable in arrears on each Payment Date and on the date this Promissory Note is paid in full. This Promissory Note shall bear interest at the rate calculated pursuant to Section 2.10(b) of the Credit Agreement on any principal hereof, and, to the extent permitted by Applicable Law, interest and other amounts due hereunder, not paid when due (whether at stated maturity, by acceleration or otherwise), for any period during which the same shall be overdue, payable on demand by the Security Trustee. 2. Interest shall be payable with respect to the first but not the last day of each Interest Period and shall be payable from (and including) the date of the Drawdown Date applicable thereto or the immediately preceding Payment Date, as the case may be, to (and excluding) the next succeeding Payment Date and shall be due in respect of such period on such succeeding Payment Date. Interest shall be calculated on the basis of a year of 360 days and actual number of days elapsed. 3. All payments of principal and interest and other amounts to be made to the Lender or under the Credit Agreement (as amended or supplemented from time to time) shall be made in accordance with the terms of the Credit Agreement. 4. Principal and interest and other amounts due hereon shall be payable in Dollars in immediately available funds prior to 11:00 a.m., New York time, on the date when due to the Security Trustee and the Security Trustee shall, subject to the terms and conditions of the Credit Agreement, apply such amounts so received by it in accordance with the terms of the Credit Agreement and the Security Agreement between, among others, the Borrower and the Security Trustee dated May 3, 2024 (the “Security Agreement”). Schedule VI-2 5. The Lender, by its acceptance of this Promissory Note, agrees to be bound by all provisions of the Loan Documents applicable to Lenders and that each payment received by the Security Trustee in respect hereof shall be applied in accordance with the Security Agreement. 6. This Promissory Note is one of the Promissory Notes referred to in, and issued pursuant to, the Credit Agreement and the Security Agreement. The Collateral is held by the Security Trustee as security, in part, for the Promissory Notes. Reference is hereby made to the Credit Agreement and the Security Agreement for a statement of the rights and obligations of the Lender, and the nature and extent of the security for this Promissory Note and of the rights and obligations of the other Lenders, and the nature and extent of the security for the other Promissory Notes, as well as for a statement of the terms and conditions of the trusts created by the Security Agreement, to all of which terms and conditions in the Credit Agreement and the Security Agreement each Lender agrees by its acceptance of this Promissory Note. 7. Terms defined in the Credit Agreement and in the Security Agreement have the same meaning when used in this Promissory Note. 8. This Promissory Note shall be governed by and construed in accordance with the law of the State of New York. IN WITNESS WHEREOF, the Borrower has caused this Promissory Note to be executed in its corporate name by its officer or representative thereunto duly authorized, as of the date hereof. [________________________] By: Name: Title: Schedule VII-1 SCHEDULE VII UNDERLYING OBLIGOR TIERS Tier 1 Underlying Obligors [*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*] (1) So long as [*] and [*] maintain a majority of the equity of [*] and are able to exercise control of its management and board of directors. Schedule VII-2 Tier 2 Underlying Obligors [*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*][*] Tier 3 Underlying Obligors Any Underlying Obligor not listed as a Tier 1 Underlying Obligor or a Tier 2 Underlying Obligor.

Schedule VIII-1 SCHEDULE VIII ELIGIBILITY CRITERIA Each Asset shall satisfy the following Eligibility Criteria as of the Drawdown Date in respect of the Loan to be made in respect thereof. 1. In the case of an Owned Asset, after giving effect to the making of the Loan for such Asset, the Weighted Average Remaining Lease Term must be at least two years (measured by reference to the Owned Assets subject to Operating Leases). For the avoidance of doubt, it is not required that any Asset be subject to a Lease at the Drawdown Date. 2. The Aircraft Equipment (and any Airframe to which an Engine is attached if such Owned Asset is an Engine) is not subject to any mandatory grounding orders from the FAA resulting in grounding of airframes or aircraft engines of the same model as such Aircraft Equipment (excluding any such airframe or aircraft engine that has satisfied certain conditions, which have been satisfied with respect to the relevant Aircraft Equipment). 3. If the Asset is an Owned Asset subject to an Operating Lease, the Operating Lease satisfies the Minimum Provisions. Schedule IX -1- SCHEDULE IX MINIMUM PROVISIONS Part A: Owned Assets 1. Minimum Provisions in respect of Owned Assets: Each Asset Lease shall be consistent with the following provisions set forth in this Part A. 2. Rental Payments The Rental Payments under the Asset Lease shall be payable in: 2.1 Dollars; 2.2 Euros (provided that, to the extent that the “Euro-denominated and unhedged” category of the Concentration Limits is exceeded or would be exceeded following Applicable Drawdown Date and the Required Lenders have not otherwise provided a waiver, the Borrower shall enter into a derivatives agreement not later than ten Business Days following the Applicable Drawdown Date with respect to any Euro- denominated Assets above the “Euro-denominated and unhedged” category of the Concentration Limits); or 2.3 such other currency agreed in writing by the Administrative Agent (acting on the instructions of the Required Lenders acting reasonably). 3. Subleasing The Asset Lessee under the Asset Lease shall only be entitled to sublease the Owned Asset on wet lease or sublease terms which are expressly subject and subordinate in all respects to the Asset Lease or with the consent of the applicable Lessor and in accordance with, and subject to such exceptions as are consistent with, the Standard of Care. 4. Return of Owned Asset The Asset Operating Lease shall contain provisions (consistent with the Standard of Care) for redelivery of the Owned Asset, including, if applicable, replacement Aircraft Engines and Parts, on expiry or termination of the leasing of the Owned Asset pursuant to the Asset Operating Lease, specifying the required return condition and any obligation of the Asset Lessee to remedy or compensate the lessor thereunder, directly or indirectly, for any material deviations from such return condition, in each case, considering the other terms of the Asset Operating Lease and in accordance with, and subject to such exceptions as are consistent with, the Standard of Care. 5. Termination Events The Asset Lease shall contain provisions (consistent with the Standard of Care) setting forth the conditions under which the lessor thereunder may terminate the Asset Lease and repossess the Schedule IX -2- Owned Asset, at any time after the expiration of any agreed grace period or remedy period, in each case, in accordance with the Standard of Care. 6. Net Lease; Hell-or-High Water Obligation The Asset Lease will be a full recourse payment obligation of the lessee and under which the lessee is required to pay all maintenance, insurance and taxes on the property subject to such lease in addition to rent and other normal fees and contain a customary “hell or high water” clause under which the Asset Lessee’s obligation to make payments shall be absolute and unconditional under any and all circumstances without any right of set-off or counterclaim and regardless of other events or similar provisions, but in each case subject to such exceptions as are consistent with the Standard of Care. 7. Ownership The Asset Lease shall contain provisions protecting the relevant owner’s ownership interest, consistent with the Standard of Care. 8. Maintenance and Operations The Asset Lease shall contain provisions requiring that the Asset Lessee will maintain the Owned Asset in good airworthy condition in accordance with the standards of a first-class cargo or passenger carrier, subject to the Standard of Care. 9. Registration In the case of an Asset Lease in respect of an Airframe (or an Aircraft Engine solely to the extent applicable thereto), the Asset Lease shall require that, throughout the term of the Asset Lease, the Asset Lessee shall, at its sole cost and expense, register and maintain or procure the maintenance of the registration of the Owned Asset in accordance with the laws of the applicable State of Registration; and from time to time, take all of the steps then required by Applicable Law, subject to such exceptions as are consistent with the Standard of Care. 10. Insurance Such Asset Lease shall, in respect of the relevant Owned Asset, require the relevant Asset Lessee to maintain insurances, which insurances satisfy the requirements of Section 6.03 of this Agreement unless the Borrower shall have made alternative arrangements for insurance coverage satisfying such requirements. 11. Cape Town Convention. If the Owned Asset is an “aircraft object” (as defined in the Cape Town Convention) and (a) “at the time of the conclusion” (as such phrase is used in the Cape Town Convention) of the relevant Asset Lease, the Asset Lessee is “situated” (as such term is used in the Cape Town Convention) in a Contracting State; or Schedule IX -3- (b) the applicable Owned Asset is registered in a Contracting State, an International Interest naming the Asset Lessee as debtor and the relevant lessor as creditor shall be registered on the International Registry against the relevant Airframe and/or (in the case of (a) only) the Engine(s) comprising the Owned Asset and the Asset Lease shall permit assignments of such International Interest(s) shall be registered in favor of the Security Trustee, in each case subject to exceptions consistent with the Standard of Care. 12. Financial Statements To the extent consistent with the Standard of Care, the Asset Lease shall require that the related Asset Lessee deliver annual audited and periodic unaudited financial statements of such Asset Lessee or, if applicable, the related Underlying Obligor. 13. Revolving Credit Finance Lease If the Asset Lease is a Revolving Credit Finance Lease, the revolving amount available to the relevant Asset Lessee will not exceed the amount of supplemental rent or usage rent, however described, paid and not reimbursed to such Asset Lessee.

Schedule IX -4- Part B – Loan Assets 1. Minimum Provisions in respect of Loan Assets: Each Loan Asset shall be consistent with the following provisions set forth in this Part B. 2. Minimum Provisions in respect of Leases: If a Loan Asset includes a lease from an Obligor, such Lease shall have terms consistent with the Minimum Provisions set forth in Part A. 3. Governing Law 3.1 Such Loan Asset shall be governed by the laws of: 3.1.1 the State of New York; or 3.1.2 England and Wales. 4. Loan Asset Payments The Loan Asset Payments under the Loan Asset shall be payable in: 4.1 Dollars; 4.2 Euros (provided that, to the extent that the “Euro-denominated and unhedged” category of the Concentration Limits is exceeded or would be exceeded following Applicable Drawdown Date and the Required Lenders have not otherwise provided a waiver, the Borrower shall enter into a derivatives agreement not later than ten Business Days following the Applicable Drawdown Date with respect to any Euro- denominated Assets above the “Euro-denominated and unhedged” category of the Concentration Limits); or 4.3 such other currency agreed in writing by the Administrative Agent (acting on the instructions of the Required Lenders (acting reasonably)). 5. Assignment The Loan Asset Documents shall contain provisions prohibiting the assignment by the relevant Loan Asset Borrower of any benefits or obligations under the Loan Asset Documents or with respect to the Underlying Asset or any Part to any person without the consent of the Borrower Group Company acting as lender thereunder in accordance with, and subject to such exceptions as are consistent with, the Standard of Care. 6. Sole Lender A Borrower Group Company must be the sole lender under the Loan Asset, holding 100% of the interest in such Loan Asset. Schedule IX -5- 7. Disposition The Loan Asset Documents shall contain provisions requiring that the relevant Obligor prepay the Loan Asset upon effecting a sale or other disposition of the relevant Asset, plus any applicable premium, other than where the Loan Asset Documents permit replacement collateral, consistent with the Standard of Care. 8. Security The Loan Asset Documents shall require a customary security package (including requirements to register International Interests and assignments thereof) as applicable for the relevant Asset and transaction, as determined in accordance with the Standard of Care. Schedule X-1 SCHEDULE X INSURANCE PROVISIONS Owned Asset Type Model Liability Insurance Amount* Engines  [*]  [*] US $[*] million  [*]  [*]  [*]  [*] US $[*] million  [*]  [*]  [*]  [*] US $[*] million Airframes  [*] US $[*] million  [*]  [*] US $[*] million * The applicable amount for each Engine operated on an aircraft that is, or Airframe that is, a non- passenger (cargo) aircraft is [*]% of the amount set forth above. During periods while an Owned Asset is off-lease or not being operated in commercial revenue service, the limit described above will not be applicable, but the applicable limit will be the amount substantially consistent with the customary practices of leading international aircraft or Aircraft Engine (as applicable) operating lessors (which so long as the Servicer is WLFC, shall be deemed to be the customary practice of WLFC) regarding similar aircraft or Aircraft Engines, as applicable, owned or managed by it or its Affiliates. Schedule XI-1 SCHEDULE XI FORM OF MONTHLY REPORT [To be attached]

Schedule XIV-1 SCHEDULE XII COMPETITORS 1. [*] 2. [*] 3. [*] 4. [*] 5. [*] 6. [*] 7. [*] 8. [*] 9. [*] 10. [*] 11. [*] 12. [*] 13. [*] 14. [*] 15. [*] 16. [*] 17. [*] 18. [*] 19. [*] 20. [*] 21. [*] 22. [*] 23. [*] 24. [*] 25. [*] 26. [*] 27. [*] 28. [*] Schedule XIV-2 29. [*] 30. [*] 31. [*] 32. [*] 33. [*] 34. [*] 35. [*] 36. [*] 37. [*] 38. [*] 39. [*] 40. [*] 41. [*] 42. [*] 43. [*] 44. [*] 45. [*] 46. [*] 47. [*] 48. [*] 49. [*] 50. [*] 51. [*] 52. [*] 53. [*] 54. [*] 55. [*] 56. [*] 57. [*] 58. [*] 59. [*] 60. [*] 61. [*] Schedule XIV-3 62. [*] 63. [*] 64. [*] 65. [*] 66. [*] 67. [*] 68. [*] 69. [*] 70. [*] 71. [*] 72. [*] 73. [*] 74. [*] 75. [*] 76. [*] 77. [*] 78. [*] 79. [*] 80. [*] 81. [*]