al_Ex10_4


		
			EXHIBIT 10.4
		

		
			 
		

		
			Confidential Treatment
Requested Pursuant to Rule 24b-2
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			AMENDMENT N° 16
		

		
			 
		

		
			 
		

		
			TO THE
		

		
			 
		

		
			 
		

		
			 
		

		
			A320 NEO FAMILY PURCHASE AGREEMENT
		

		
			 
		

		
			 
		

		
			 
		

		
			BETWEEN
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			AIRBUS S.A.S.
		

		
			 
		

		
			as Seller
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			and
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			AIR LEASE CORPORATION
		

		
			 
		

		
			As Buyer
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			
		

		
			


		 


		

			Page 1/10

		





 



		

		
			AMENDMENT N° 16 TO THE
		

		
			A320 NEO FAMILY PURCHASE AGREEMENT
		

		
			 
		

		
			This amendment N° 16 (the “Amendment N° 16”) dated 19 June 2017 is made
		

		
			 
		

		
			BETWEEN:
		

		
			 
		

		
			AIRBUS S.A.S., a  société par actions simplifiée, created and existing under French law having its registered office at 1 Rond‐Point Maurice Bellonte, 31707 Blagnac-Cedex, France and registered with the Toulouse Registre du Commerce under number RCS Toulouse 383 474 814 (the "Seller"), 
		

		
			 
		

		
			and
		

		
			 
		

		
			AIR LEASE CORPORATION, a corporation organised and existing under the laws of the State of Delaware, U.S.A., having its principal place of business at 2000 Avenue of the Stars, Suite 1000N, Los Angeles, California 90067, U.S.A. (the “Buyer”).
		

		
			 
		

		
			The Buyer and Seller together are referred to as the “Parties”.
		

		
			 
		

		
			 
		

		
			WHEREAS:
		

		
			 
		

		
			 
		

		
			A.   The Buyer and the Seller have signed a purchase agreement with reference CLC-CT1103377 on the 10th May 2012 for the manufacture and sale by the Seller and purchase by the Buyer of thirty-six (36) firm A320 NEO Family aircraft hereinafter together with its Exhibits and Letter Agreements and as further amended from time to time referred to as the “Agreement”.
		

		
			 
		

		
			B.   The Buyer and the Seller have signed an amendment No. 1 to the Agreement on the 28th December 2012 for the manufacture and sale by the Seller and purchase by the Buyer of fourteen (14) incremental A320 NEO Family aircraft referred to as “Amendment N°1”.
		

		
			 
		

		
			C.   The Seller and the Buyer have signed an amendment No. 2 to the Agreement on the 14th of July 2014 to (i) [*] and (ii) [*]; referred to as “Amendment N°2”. 
		

		
			 
		

		
			D.   The Buyer and the Seller have signed an amendment No. 3 to the Agreement on 14th July 2014 for the manufacture and sale by the Seller and purchase by the Buyer of sixty (60) incremental A320 NEO Family aircraft referred to as “Amendment N°3”.
		

		
			 
		

		
			E.   The Buyer and the Seller have signed an amendment No. 4 to the Agreement on 10th of October 2014 [*] referred to as “Amendment N°4”.
		

		
			 
		

		
			F.   The Buyer and the Seller have signed an amendment N°5 to the Purchase Agreement on 3 March 2015 for the cancellation of sixty (60) Amendment 3 NEO
		

		
			 
		

		


		
			* Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.
		

		
			 
		

		
			
		

		
			


		 


		

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			Aircraft and for the manufacture and sale by the Seller and purchase by the Buyer of ninety (90) incremental A321 NEO Family aircraft referred to as “Amendment N°5”.
		

		
			 
		

		
			G.   The Buyer and the Seller have signed an amendment N°6 to the Purchase Agreement on 18 March 2015 to [*] referred to as “Amendment N°6”.
		

		
			 
		

		
			H.   The Buyer and the Seller have signed an amendment N°7 to the Purchase Agreement on 09 November 2015 in order to [*] referred to as “Amendment N°7”. 
		

		
			 
		

		
			I.     The Buyer and the Seller have signed an amendment N°8 to the Purchase Agreement on 08 January 2016 in order to [*] referred to as “Amendment N°8”.
		

		
			 
		

		
			J.    The Buyer and the Seller have signed an amendment N°9 to the Purchase Agreement on 04 April 2016 in order to [*] referred to as “Amendment N°9”. 
		

		
			 
		

		
			K.   The Buyer and the Seller have signed an amendment N°10 to the Purchase Agreement on 12 April 2016 in order to [*] referred to as “Amendment N°10”.
		

		
			 
		

		
			L.    The Buyer and the Seller  have signed an amendment N°11 on 2 June 2016 in order to [*] referred to as “Amendment N°11”.
		

		
			 
		

		
			M.   The Buyer and the Seller have signed an amendment n°12 on 17 August 2016 in order to among other things (i) introduce the new A321-200NX standard specification, [*] referred to as “Amendment N°12”.
		

		
			 
		

		
			N.   The Buyer and the Seller have signed an amendment N°13 on 20 December 2016 in order to [*] referred to as “Amendment N°13”.
		

		
			 
		

		
			O.   The Buyer and the Seller have signed an amendment N°14 on 3 March 2017 in order to among others [*] referred to as “Amendment N°14”.
		

		
			 
		

		
			P.   The Buyer and the Seller have signed an amendment N°15 on 10 April 2017 in order to, among other things, [*] referred to as “Amendment N°15”.
		

		
			 
		

		
			Q.   The Parties now wish to [*],  subject to the terms and conditions set out below.
		

		
			 
		

		
			The terms “herein”, “hereof” and “hereunder” and words of similar import refer to this Amendment N° 16. Capitalized terms used herein and not otherwise defined herein will have the meanings assigned thereto in the Agreement.
		

		
			 
		

		
			 
		

		
			NOW IT IS HEREBY AGREED AS FOLLOWS:
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			 
		

		


		
			* Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.
		

		
			 
		

		
			 
		

		
			
		

		
			


		 


		

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			1.        SCOPE
		

		
			 
		

		
			[*]
		

		
			 
		

		
			2.         [*] 
		

		
			 
		

		
			 
		

		
			3.         [*]
		

		
			 
		

		
			 
		

		
			4.         [*]
		

		
			 
		

		
			 
		

		
			5.         [*]
		

		
			 
		

		
			 
		

		
			6.         [*]
		

		
			 
		

		
			 
		

		
			7.         [*]
		

		
			 
		

		
			 
		

		
			8.         [*]
		

		
			 
		

		
			 
		

		
			9.        INCONSISTENCY AND CONFIDENTIALITY
		

		
			 
		

		
			9.1      In the event of any inconsistency between the terms and conditions of the Agreement and those of this Amendment N° 16, the latter shall prevail to the extent of such inconsistency, whereas the part of the Agreement not concerned by such inconsistency shall remain in full force and effect.
		

		
			 
		

		
			9.2      This Amendment N° 16 reflects the understandings, commitments, agreements, representations and negotiations related to the matters set forth herein whatsoever, oral and written, and may not be varied except by an instrument in writing of even date herewith or subsequent hereto executed by the duly authorised representatives of both Parties.
		

		
			 
		

		
			9.3      This Amendment N° 16 shall be treated by both Parties as confidential and shall not be released in whole or in part to any third party without the prior consent of the other Party except as may be required by law, or to professional advisors for the implementation hereof.
		

		
			 
		

		
			 
		

		
			10.      COUNTERPARTS
		

		
			 
		

		
			This Amendment N° 16 may be executed by the Parties in separate counterparts, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute one and the same instrument.
		

		
			 
		

		
			 
		

		
			 
		

		


		
			* Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.
		

		
			 
		

		
			
		

		
			


		 


		

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			11.      LAW AND JURISDICTION
		

		
			 
		

		
			This Amendment N° 16 will be governed by and construed and the performance thereof will be determined in accordance with the laws of the State of New York, without giving effect to its conflicts of laws provisions that would result in the application of the law of any other jurisdiction.
		

		
			 
		

		
			The provisions of Clause 22.6 of the Agreement shall apply to this Amendment N° 16 as if the same were set out in full herein, mutatis mutandis.
		

		
			
		

		
			


		 


		

			Page 5/10

		





 



		

		
			IN WITNESS WHEREOF this Amendment N° 16 was entered into the day and year first above written.
		

		
			 
		

		
			 
		

			
					
						For and on behalf of

					
					
						    

					
					
						For and on behalf of

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						AIR LEASE CORPORATION

					
					
						 

					
					
						AIRBUS S.A.S.

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						/s/ John L. Plueger

					
					
						 

					
					
						/s/ John J. Leahy

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						By: John L. Plueger

					
					
						 

					
					
						By: John J. Leahy

				
	
					
						 

					
					
						 

					
					
						 

				
	
					
						Its: CEO

					
					
						 

					
					
						Its: Chief Operating Officer, Customers

				



		
			 
		

		
			 
		

		
			 
		

		
			 
		

		
			
		

		
			


		 


		

			Page 6/10

		





 



		

		
			APPENDIX 1
		

		
			 
		

			
					
						CAC ID 

					
					
						Aircraft Rank

					
					
						Scheduled Delivery 
Month 

					
					
						Aircraft Type

					
					
						A321-200N / 
A321-200NX 
Standard 
Specification

					
					
						Engine 
Type

				
	
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

					
					
						 

				
	
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						2016

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
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						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				




		 


		

			Page 7/10

		





 


	

      

        CAC ID 

      


    	

      

        Aircraft Rank

      


    	

      

        Scheduled Delivery 
Month 

      


    	

      

        Aircraft Type

      


    	

      

        A321-200N / 
A321-200NX 
Standard 
Specification

      


    	

      

        Engine 
Type

      


    
	
					
						

					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

					
					
						[*]

				
	
					
						[*]

					
					
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        CAC ID 

      


    	

      

        Aircraft Rank

      


    	

      

        Scheduled Delivery 
Month 

      


    	

      

        Aircraft Type

      


    	

      

        A321-200N / 
A321-200NX 
Standard 
Specification

      


    	

      

        Engine 
Type

      


    
	
					
						

					
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			Page 9/10

		





 


	

      

        CAC ID 

      


    	

      

        Aircraft Rank

      


    	

      

        Scheduled Delivery 
Month 

      


    	

      

        Aircraft Type

      


    	

      

        A321-200N / 
A321-200NX 
Standard 
Specification

      


    	

      

        Engine 
Type

      


    
	
					
						

					
						[*]

					
					
						[*]

					
					
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						2023

					
					
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			* Confidential material omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.
		

		
			 
		


		 


		

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