ERA Group

Contract (November 6th, 2018)

2 31724512 and Constitutes a Legal, Valid and Binding Obligation of Such Security Party, Enforceable Against Such Security Party in Accordance With Its Terms, Except as the Enforceability Hereof May Be Limited by Bankruptcy, Insolvency, Reorganization, Moratorium and Other Laws Affecting Creditors' Rights and Remedies in General. 3. No Defaults. Each of the Security Parties Hereby Represents and Warrants That, After Giving Effect to This Amendment, No Event of Default Nor Event Which, With the Passage of Time, Giving of Notice or Both Would Become an Event of Default, Has Occurred or Is Contin (March 9th, 2018)

SECOND AMENDED AND RESTATED BYLAWS OF ERA GROUP INC. (A Delaware Corporation) Effective January 31, 2018 (February 2nd, 2018)

Separation and Consulting Agreement (August 8th, 2017)

This SEPARATION AND CONSULTING AGREEMENT (the "Agreement") is entered into as of the last date on the signature page(s) attached hereto, by and between Andrew Puhala (the "Employee") and Era Helicopters, LLC, a Delaware limited liability company (the "Company").

Consent and Amendment No. 2 to Amended and Restated Senior Secured Revolving Credit Facility Agreement (November 1st, 2016)

THIS CONSENT AND AMENDMENT NO. 2 TO AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENT (this "Consent and Amendment") is made as of the 4th day of March, 2016, by and among ERA GROUP INC., a corporation incorporated under the laws of the State of Delaware (hereinafter called the "Borrower"), the other Security Parties signatory hereto, SUNTRUST BANK, as administrative agent (the "Administrative Agent"), and the Lenders signatory hereto, and provides consent under, amends and is supplemental to the Amended and Restated Senior Secured Revolving Credit Facility Agreement, dated March 31, 2014 (as amended by that certain Amendment No. 1 to Amended and Restated Senior Secured Revolving Credit Facility Agreement, dated May 18, 2015, the "Original Agreement", and as amended and supplemented hereby, the "Agreement").

Consent and Amendment No. 3 to Amended and Restated Senior Secured Revolving Credit Facility Agreement (November 1st, 2016)

THIS CONSENT AND AMENDMENT NO. 3 TO AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENT (this "Consent and Amendment") is made as of the [__] day of October, 2016, by and among ERA GROUP INC., a corporation incorporated under the laws of the State of Delaware (hereinafter called the "Borrower"), the other Security Parties signatory hereto, SUNTRUST BANK, as administrative agent (the "Administrative Agent"), and the Lenders signatory hereto, and provides consent under, amends and is supplemental to the Amended and Restated Senior Secured Revolving Credit Facility Agreement, dated March 31, 2014 (as amended by that certain Amendment No. 1 to Amended and Restated Senior Secured Revolving Credit Facility Agreement, dated May 18, 2015 and as further amended by that certain Consent and Amendment No. 2 to Amended and Restated Senior Secured Revolving Credit Facility Agreement, dated March 4, 2016, the "Original Agreement", and as further amended and supplemented hereby, th

Era Helicopters, Llc Po Box 13038 Fort Lauderdale, Fl 33316 (February 29th, 2016)

Amendment No. 1 to Amended and Restated Senior Secured Revolving Credit Facility Agreement (February 29th, 2016)

THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENT (this "Amendment") is made as of the 18th day of May, 2015, by and among (1) ERA GROUP INC., a corporation incorporated under the laws of the State of Delaware (hereinafter called the "Borrower"), (2) the other Security Parties signatory hereto, (3) SUNTRUST BANK, as administrative agent (the "Administrative Agent"), and (4) the Lenders signatory hereto, and amends and is supplemental to the Amended and Restated Senior Secured Revolving Credit Facility Agreement dated March 31, 2014 (the "Original Agreement" and as amended hereby, the "Agreement").

Restricted Stock Grant Agreement (February 29th, 2016)

RESTRICTED STOCK GRANT AGREEMENT (the "Agreement"), dated as of [______________] (the "Date of Grant") between Era Group Inc., a Delaware corporation (the "Company"), and [______________] (the "Grantee").

Era Helicopters, Llc Po Box 13038 Fort Lauderdale, Fl 33316 (February 29th, 2016)

Restricted Stock Grant Agreement (February 26th, 2016)

RESTRICTED STOCK GRANT AGREEMENT (the "Agreement"), dated as of [______________] (the "Date of Grant") between Era Group Inc., a Delaware corporation (the "Company"), and [______________] (the "Grantee").

Era Helicopters, Llc Po Box 13038 Fort Lauderdale, Fl 33316 (February 26th, 2016)

Amendment No. 1 to Amended and Restated Senior Secured Revolving Credit Facility Agreement (February 26th, 2016)

THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED SENIOR SECURED REVOLVING CREDIT FACILITY AGREEMENT (this "Amendment") is made as of the 18th day of May, 2015, by and among (1) ERA GROUP INC., a corporation incorporated under the laws of the State of Delaware (hereinafter called the "Borrower"), (2) the other Security Parties signatory hereto, (3) SUNTRUST BANK, as administrative agent (the "Administrative Agent"), and (4) the Lenders signatory hereto, and amends and is supplemental to the Amended and Restated Senior Secured Revolving Credit Facility Agreement dated March 31, 2014 (the "Original Agreement" and as amended hereby, the "Agreement").

Era Helicopters, Llc Po Box 13038 Fort Lauderdale, Fl 33316 (February 26th, 2016)

Senior Vice President, Commercial Era Group Inc. (December 17th, 2015)

Senior Vice President, General Counsel and Corporate Secretary Era Group Inc. (December 17th, 2015)

Senior Vice President, Chief Financial Officer Era Group Inc. (December 17th, 2015)

SVP, Operations and Fleet Management Era Group Inc. (December 17th, 2015)

President and CEO Era Group Inc. (December 17th, 2015)

Era Group Inc. Senior Executive Severance Plan (August 5th, 2015)

WHEREAS, Era Group Inc. (the "Company") considers it essential to the best interests of its stockholders to foster the continued employment of key management personnel;

Form of Time-Based Restricted Stock Grant Agreement (March 11th, 2015)

RESTRICTED STOCK GRANT AGREEMENT (the "Agreement"), dated as of [date] (the "Date of Grant") between Era Group Inc., a Delaware corporation (the "Company"), and [name] (the "Grantee").

Separation and Consulting Agreement (November 5th, 2014)

This SEPARATION AND CONSULTING AGREEMENT (the "Agreement") is entered into as of August 28, 2014 by and between Sten L. Gustafson (the "Executive") and Era Group Inc., a Delaware corporation (the "Company").

AMENDED AND RESTATED AGREEMENT FOR a SENIOR SECURED REVOLVING CREDIT FACILITY TO BE MADE AVAILABLE TO ERA GROUP INC. BY SUNTRUST ROBINSON HUMPHREY, INC., and WELLS FARGO SECURITIES, LLC, as Joint Lead Arrangers, SUNTRUST BANK, as Administrative Agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent, JPMORGAN CHASE BANK, N.A., DEUTSCHE BANK AG NEW YORK BRANCH and REGIONS BANK, as Co-Documentation Agents AND THE FINANCIAL INSTITUTIONS IDENTIFIED ON SCHEDULE A, as Lenders March 31, 2014 (May 6th, 2014)

Form of Non-Employee Director Restricted Stock Grant Agreement Pursuant to the Era Group Inc. (May 15th, 2013)

RESTRICTED STOCK GRANT AGREEMENT (the "Agreement"), dated as of [*]1, (the "Date of Grant") between Era Group Inc., a Delaware corporation (the "Company"), and [*]2 (the "Grantee").

Form of Stock Option Grant Agreement (March 5th, 2013)

STOCK OPTION GRANT AGREEMENT (the "Agreement") dated as of [*]1 (the "Date of Grant") between Era Group Inc., a Delaware corporation (the "Company"), and [*]2 (the "Grantee"),

Form of Restricted Stock Grant Agreement (March 5th, 2013)

RESTRICTED STOCK GRANT AGREEMENT (the "Agreement"), dated as of [*]1, (the "Date of Grant") between Era Group Inc., a Delaware corporation (the "Company"), and [*]2 (the "Grantee").

Separation and Consulting Agreement (March 5th, 2013)

This SEPARATION AND CONSULTING AGREEMENT (the "Agreement") is entered into as of February 27, 2013, by and between Anna Goss ("the Executive"), Era Group Inc., a Delaware corporation (the "Company") and SEACOR Holdings Inc., a Delaware corporation and the Company's former parent ("SEACOR").

Form of Performance-Based Restricted Stock Grant Agreement Pursuant to the Era Group Inc. 2012 Share Incentive Plan (March 5th, 2013)

RESTRICTED STOCK GRANT AGREEMENT (the "Agreement"), dated as of [*]1, (the "Date of Grant") between Era Group Inc., a Delaware corporation (the "Company"), and [*]2 (the "Grantee").

Distribution Agreement (February 1st, 2013)

This Distribution Agreement (this "Agreement"), is dated as of January 31, 2013, by and between SEACOR Holdings Inc., a Delaware corporation ("SEACOR"), and Era Group Inc., a Delaware corporation and a wholly-owned subsidiary of SEACOR ("Era" and, together with SEACOR, the "Parties").

Employee Matters Agreement (February 1st, 2013)

This Employee Matters Agreement (this "Agreement"), dated as of January 31, 2013, with effect as of the Effective Time by and between SEACOR Holdings Inc., a Delaware corporation ("SEACOR"), and Era Group Inc., a Delaware corporation ("Era," and together with SEACOR, the "Parties").

Amended and Restated Transition Services Agreement (February 1st, 2013)

THIS AMENDED AND RESTATED TRANSITION SERVICES AGREEMENT (this "Agreement") is entered into as of this 31st day of January 2013, by and between SEACOR HOLDINGS INC., a Delaware corporation ("CKH"), and ERA GROUP INC., a Delaware corporation ("ERA").

Tax Matters Agreement (February 1st, 2013)

THIS TAX MATTERS AGREEMENT (this "Agreement"), dated as of January 31, 2013, is by and between SEACOR Holdings Inc., a Delaware corporation ("SEACOR"), and Era Group Inc., a Delaware corporation ("Spinco"). Each of SEACOR and Spinco is sometimes referred to herein as a "Party" and, collectively, as the "Parties."

AMENDED AND RESTATED BYLAWS OF ERA GROUP INC. (A Delaware Corporation) Effective January 14, 2013 ARTICLE I (February 1st, 2013)

Series B Exchange Agreement (January 14th, 2013)

THIS SERIES B EXCHANGE AGREEMENT, dated as of December 18, 2012 (this "Agreement"), is by and between SEACOR Holdings Inc., a Delaware corporation ("SEACOR"), and Era Group Inc., a Delaware corporation and wholly-owned subsidiary of SEACOR ("Era").

Tax Matters Agreement (January 14th, 2013)

THIS TAX MATTERS AGREEMENT (this "Agreement"), dated as of [ ], 2013, is by and between SEACOR Holdings Inc., a Delaware corporation ("SEACOR"), and Era Group Inc., a Delaware corporation ("Spinco"). Each of SEACOR and Spinco is sometimes referred to herein as a "Party" and, collectively, as the "Parties."