Babcock & Brown JET-i Co., Ltd. Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • October 12th, 2007 • Babcock & Brown JET-i Co., Ltd. • Services-miscellaneous equipment rental & leasing • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of October 2, 2007, is entered into by and among Babcock & Brown Air Limited, a Bermuda exempted company (including its successors, the “Company”), and each of the shareholders of the Company that is listed in the signature pages hereof (each, a “Principal Investor”).

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PRIVATE PLACEMENT AGREEMENT
Private Placement Agreement • October 12th, 2007 • Babcock & Brown JET-i Co., Ltd. • Services-miscellaneous equipment rental & leasing • New York

PRIVATE PLACEMENT AGREEMENT dated as of July 19, 2007, by and among Babcock & Brown Air Limited, a Bermuda exempted company (the “Company”), and each of the persons named in the signature pages hereof (each, a “Principal Investor”).

PLEDGE AND SECURITY AGREEMENT Dated as of October 2, 2007 between BABCOCK & BROWN JET-I CO., LTD as Borrower and BABCOCK & BROWN AIR LIMITED as Lender
Pledge and Security Agreement • October 12th, 2007 • Babcock & Brown JET-i Co., Ltd. • Services-miscellaneous equipment rental & leasing • New York
SECURITIES REPURCHASE AGREEMENT
Securities Repurchase Agreement • April 2nd, 2010 • Babcock & Brown JET-i Co., Ltd. • Services-miscellaneous equipment rental & leasing • New York

This SECURITIES REPURCHASE AGREEMENT (this “Agreement”), dated as of April 1, 2010, is entered into between Babcock & Brown JET-i Co., Ltd., a Cayman Islands limited company (the “Seller”), and Babcock & Brown Air Limited, a Bermuda exempted company (“B&B Air”).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • April 2nd, 2010 • Babcock & Brown JET-i Co., Ltd. • Services-miscellaneous equipment rental & leasing • New York

This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of April 1, 2010, is entered into by and among Babcock & Brown JET-i Co., Ltd., a Cayman Islands limited company (“B&B JET-i”), Babcock & Brown Investment Holdings Pty Ltd., a company limited by shares incorporated under the laws of Australia (ACN 110 013 851) (“BBIH”, and together with B&B JET-i, being referred to, collectively, as the “Sellers”), and Summit Aviation Partners LLC, a Delaware limited liability company (the “Purchaser”).

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