AMENDMENT NO. 4 Amendment CREDIT AGREEMENT Credit Agreement Borrower Manager Lenders Administrative Agent Security Trustee Account Bank
 W I T N E S S E T H
    Definitions
 Amendments; Agreements; Etc
  Applicable Margin
 1




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Applicable Margin
    
    Portfolio CompositionTotal OutstandingPrincipal Amount
    

<
60% Tier 1Aircraft
    

≥
60% Tier 1Aircraft
    

≥
75% Tier 1AircraftLess than $600,000,000
    
    2.75%
    
    2.75%
    
    2.75%$600,000,000 or greater
but less than $850,000,000
    
    2.75%
    
    2.65%
    
    2.65%$850,000,000 or greater
    
    2.75%
    
    2.65%
    
    2.50%
  Aircraft Income Event Quarter
   provided further provided further
 2




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provided further however
   3




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provided,
however,
 Representations and Warranties
 Condition To Effectiveness
 Miscellaneous
 4




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GENESIS ACQUISITION LIMITED,
as BorrowerBy:
    /s/ John McMahonName:
    John McMahonTitle:
    Director Amendment No. 4 to Credit Agreement




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GENESIS LEASE LIMITED,
as ManagerBy:
    /s/ John McMahonName:
    John McMahonTitle:
    Director Amendment No. 4 to Credit Agreement




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CITIBANK, N.A.,
as Administrative AgentBy:
    /s/ Tony GoldenName:
    Tony GoldenTitle:
    Managing Director Amendment No. 4 to Credit Agreement




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CITIBANK, N.A.,
as LenderBy:
    /s/ Munawar Z. NooraniName:
    Munawar Z. NooraniTitle:
    Managing Director Amendment No. 4 to Credit Agreement




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WACHOVIA BANK, NATIONAL ASSOCIATION,
as LenderBy:
    /s/ Eric C. BlauName:
    Eric C. BlauTitle:
    Director Amendment No. 4 to Credit Agreement




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VARIABLE FUNDING CAPITAL COMPANY LLC,
as LenderBy:
    Wachovia Capital Markets, LLC as attorney-in-factBy:
    /s/ Douglas R. Wilson, Sr.Name:
    Douglas R. Wilson, Sr.Title:
    Director Amendment No. 4 to Credit Agreement




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DEUTSCHE BANK TRUST COMPANY AMERICAS,
as Security Trustee and Account BankBy:
    Deutsche Bank National Trust CompanyBy:
    /s/ Susan BarstockName:
    Susan BarstockTitle:
    Vice PresidentBy:
    /s/ Michelle H.Y. VoonName:
    Michelle H.Y. VoonTitle:
    Vice President Amendment No. 4 to Credit Agreement




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ALLIED IRISH BANKS, P.L.C.,
as LenderBy:
    /s/ Grace GilliganName:
    Grace GilliganTitle:
    Senior ManagerBy:
    /s/ Colin MaddenName:
    Colin MaddenTitle:
    Senior Manager Amendment No. 4 to Credit Agreement




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ALLIANCE & LEICESTER COMMERCIAL FINANCE plc,
as LenderBy:
    /s/ Justin PatrickName:
    Justin PatrickTitle:
    Senior ManagerBy:
    /s/ Peter WalterName:
    Peter WalterTitle:
    Senior Manager Amendment No. 4 to Credit Agreement




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BANK OF SCOTLAND PLC,
as LenderBy:
    /s/ Claire MesmainName:
    Claire MesmainTitle:
    Director Amendment No. 4 to Credit Agreement




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BAYERISCHE HYPO- UND VEREINSBANK AG, LONDON BRANCH,
as LenderBy:
    /s/ George GierhartName:
    George GierhartTitle:
    DirectorBy:
    /s/ Deborah WhitefordName:
    Deborah WhitefordTitle:
    Vice President Amendment No. 4 to Credit Agreement




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LANDESBANK BADEN-WÜRTTEMBERG,
as LenderBy:
    /s/ Thomas LeidenbergerName:
    Thomas LeidenbergerTitle:
    Vice PresidentBy:
    /s/ Patrick WellnitzName:
    Patrick WellnitzTitle:
    Vice President Amendment No. 4 to Credit Agreement




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WESTLB AG, LONDON BRANCH,
as LenderBy:
    /s/ Gavin V. DoyleName:
    Gavin V. DoyleTitle:
    Managing DirectorBy:
    /s/ Shyam SankarName:
    Shyam SankarTitle:
    Associate Director Amendment No. 4 to Credit Agreement




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BAYERISCHE LANDESBANK,
as LenderBy:
    /s/ Christian SaurName:
    Christian SaurTitle:
    First Vice PresidentBy:
    /s/ Sabine KruseName:
    Sabine KruseTitle:
    First Vice President Amendment No. 4 to Credit Agreement




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CALYON NEW YORK BRANCH,
as LenderBy:
    /s/ Yevgeniya LevitinName:
    Yevgeniya LevitinTitle:
    DirectorBy:
    /S/ Brian BolotinName:
    Brian BolotinTitle:
    Managing Director Amendment No. 4 to Credit Agreement




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DEKABANK DEUTSCHE GIROZENTRALE,
as LenderBy:
    /s/ Angelika BeyerName:
    Angelika BeyerTitle:
    Executive DirectorBy:
    /s/ Carsten GroteName:
    Carsten GroteTitle:
    Assistant Vice President Amendment No. 4 to Credit Agreement