al_Ex10_3


		
			Exhibit 10.3
		

		
			EXECUTION VERSION
		

		
			 
		

		
			NEW LENDER SUPPLEMENT
		

		
			 
		

		
			SUPPLEMENT, dated as of March 22, 2017, to the Second Amended and Restated Credit Agreement, dated as of May 5, 2014, as amended by the First Amendment dated as of June 1, 2015, by the Second Amendment dated as of May 27, 2016 and as further amended, supplemented or otherwise modified from time to time (the “Credit Agreement”) among AIR LEASE CORPORATION, a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties thereto (the “Lenders”), and JPMORGAN CHASE BANK, N.A., as administrative agent (the “Administrative Agent”).
		

		
			 
		

		
			W I T N E S S E T  H:
		

		
			 
		

		
			WHEREAS, the Credit Agreement provides in Section 2.1(c) thereof that any bank, financial institution or other entity may become a party to the Credit Agreement with the consent of the Borrower and the Administrative Agent (which consent of the Administrative Agent shall not be unreasonably withheld) by executing and delivering to the Borrower and the Administrative Agent a supplement to the Credit Agreement in substantially the form of this Supplement; and
		

		
			 
		

		
			WHEREAS, each of the undersigned now desires to become a party to the Credit Agreement;
		

		
			 
		

		
			NOW, THEREFORE, each of the undersigned hereby agrees as follows:
		

		
			 
		

		
			1.   Each of the undersigned agrees to be bound by the provisions of the Credit Agreement, and agrees that it shall, on the date this Supplement is accepted by the Borrower and the Administrative Agent (or on such other date as may be agreed upon among the undersigned, the Borrower and the Administrative Agent), become a Lender for all purposes of the Credit Agreement to the same extent as if originally a party thereto, with a Commitment as specified on Annex A hereto.
		

		
			 
		

		
			2.   Each of the undersigned (a) represents and warrants that it is legally authorized to enter into this Supplement; (b) confirms that it has received a copy of the Credit Agreement, together with copies of the financial statements most recently delivered pursuant to Section 6.1(a) and (b) thereof and such other documents and information as it has deemed appropriate to make its own credit analysis and decision to enter into this Supplement; (c) agrees that it has made and will, independently and without reliance upon the Administrative Agent 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 or any instrument or document furnished pursuant hereto or thereto; (d) appoints and authorizes the Administrative Agent to take such action as agent on its behalf and to exercise such powers and discretion under the Credit Agreement or any instrument or document furnished pursuant hereto or thereto as are delegated to the Administrative Agent by the terms thereof, together with such powers as are incidental thereto; and (e) agrees that it will be bound by the provisions of the Credit Agreement and will perform in accordance with its terms all the obligations which by the terms of the Credit Agreement are required to be performed by it as a Lender including, without limitation, if it is organized under the laws of a jurisdiction outside the United States, its obligation pursuant to Section 2.15(e) of the Credit Agreement.
		

		
			 
		

		
			3.   Each of the undersigned hereby confirms and agrees that the Termination Date in respect of its Commitment is May 5, 2020.
		

		
			 
		

		
			4.   The address for notices for each of the undersigned for the purposes of the Credit Agreement is as specified on Annex  B hereto.
		

		
			 
		

		
			5.   Terms defined in the Credit Agreement shall have their defined meanings when used herein.
		

		
			
		

		
			


		 


 



		

		
			IN WITNESS WHEREOF, the undersigned has caused this Supplement to be executed and delivered by a duly authorized officer on the date first above written.
		

		
			 
		

		
			 
		

			
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						KEYBANK NATIONAL ASSOCIATION

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						By:

					
					
						/s/ Thomas A. Crandell

				
	
					
						 

					
					
						 

					
					
						Name:  Thomas A. Crandell

				
	
					
						 

					
					
						 

					
					
						Title:  Senior Vice President

				



		
			 
		

		
			 
		

		
			[Signature Page to New Lender Supplement]
		

		
			
		

		
			


		 


 



		

		
			 
		

			
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						SOCIÉTÉ GÉNÉRALE

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						By:

					
					
						/s/ Nigel Elvey

				
	
					
						 

					
					
						 

					
					
						Name:  Nigel Elvey

				
	
					
						 

					
					
						 

					
					
						Title:  Director

				



		
			 
		

		
			 
		

		
			[Signature Page to New Lender Supplement]
		

		
			
		

		
			


		 


 



		

		
			Accepted and agreed to as of
the date first written above:
		

		
			 
		

		
			 
		

		
			AIR LEASE CORPORATION
		

		
			 
		

			
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						By:

					
					
						/s/ Gregory B. Willis

					
					
						 

				
	
					
						 

					
					
						Name:  Gregory B. Willis

					
					
						 

				
	
					
						 

					
					
						Title:  Executive Vice President and

					
					
						 

				
	
					
						 

					
					
						               Chief Financial Officer

					
					
						 

				



		
			 
		

		
			 
		

		
			[Signature Page to New Lender Supplement]
		

		
			 
		

		
			
		

		
			


		 


 



		

		
			Accepted and agreed to as of
		

		
			the date first written above:
		

		
			 
		

		
			 
		

			
					
						 

					
					
						 

					
					
						 

				
	
					
						JPMORGAN CHASE BANK, N.A. as Administrative Agent

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						By:

					
					
						/s/ Cristina Caviness

					
					
						 

				
	
					
						 

					
					
						Name:  Cristina Caviness

					
					
						 

				
	
					
						 

					
					
						Title:  Vice President

					
					
						 

				



		
			 
		

		
			 
		

		
			[Signature Page to New Lender Supplement]
		

		
			
		

		
			


		 


 



		

		
			Annex  A
		

		
			 
		

		
			Commitments
		

		
			 
		

		
			 
		

			
					
						 

					
					
						 

					
					
						 

				
	
					
						Lender

					
					
						 

					
					
						    

					
					
						Commitment

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						Société Générale

					
					
						 

					
					
						 

					
					
						$

					
150,000,000
				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						KeyBank National Association

					
					
						 

					
					
						 

					
					
						$

					
100,000,000
				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						Total:

					
					
						 

					
					
						$

					
250,000,000
				



		
			 
		

		
			


		 


 


Annex  B
		

		
			 
		

		
			Addresses for Notices
		

		
			 
		

		
			 
		

		
			KeyBank National Association
		

		
			 
		

		
			Credit Contact
Tad Stainbrook
1301  5th Avenue, 25th Floor 
Seattle, WA 98101
		

		
			 
		

		
			 
		

		
			Operations Contact 
Tiearra Hayes
4900 Tiedeman Road
Brooklyn, OH 44144
Attn: Key Agency Services 
Fax: (216) 370-5997
		

		
			 
		

		
			 
		

		
			Société Générale
		

		
			 
		

		
			 
		

		
			Société Générale 
245 Park Avenue
New York, NY 10167
Tel: +1 212 278 7887
Attn: Rodrigo Brosco
e-mail: rodrigo.brosco@sgcib.com

		

		
			 
		

		
			and
		

		
			 
		

		
			 
		

		
			Société Générale
245 Park Avenue
New York, NY 10167
Tel: +1 212 278 7050
Attn: Nigel Elvey
e-mail: nigel.elvey@sgcib.com