Please wait
Exhibit 10.4
CERTAIN IDENTIFIED INFORMATION MARKED BY [*] HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) THE TYPE OF INFORMATION THAT THE REGISTRANT BOTH CUSTOMARILY AND ACTUALLY TREATS AS PRIVATE AND CONFIDENTIAL.

SUPPLEMENTAL AGREEMENT NO. 36
to
PURCHASE AGREEMENT NO. PA-03791
between
THE BOEING COMPANY
and
AIR LEASE CORPORATION
Relating to
Boeing models 737-8 and 737-9 Aircraft
THIS SUPPLEMENTAL AGREEMENT NO. 36 to the Purchase Agreement (as defined below) (Supplemental Agreement No. 36), entered into as of the date below, is made by and between THE BOEING COMPANY, a Delaware corporation (Boeing), and AIR LEASE CORPORATION, a Delaware corporation (Customer). Boeing and Customer are referenced herein each as a Party and together as the Parties. This Supplemental Agreement No. 36 is an amendment to and is incorporated into the Purchase Agreement. All defined terms used but not defined in this Supplemental Agreement No. 36 have the same meaning as in the Purchase Agreement.
WHEREAS, Boeing and Customer entered into Purchase Agreement No. PA-03791 dated as of July 3, 2012 (as amended and supplemented, Purchase Agreement) relating to the purchase and sale of Boeing model 737-8 aircraft (collectively, 737-8 Aircraft) and Boeing model 737-9 aircraft (collectively, 737-9 Aircraft) (737-8 Aircraft and 737-9 Aircraft collectively, Aircraft); and
WHEREAS, Boeing and Customer [*] and
WHEREAS, Boeing and Customer, [*].
NOW THEREFORE, in consideration of the mutual covenants herein contained, the Parties agree that the Purchase Agreement is amended as set forth below and otherwise agree as follows:

HAZ-PA-03791
1
SA-36
BOEING PROPRIETARY

1.TABLE OF CONTENTS.
The Table of Contents of the Purchase Agreement is hereby deleted in its entirety and replaced by a new Table of Contents, provided as Enclosure 1 to this Supplemental Agreement No. 36 and incorporated into the Purchase Agreement by this reference. The new Table of Contents reflects the revisions set forth in this Supplemental Agreement No. 36.
2.TABLES.
2.1Table 1H6, entitled “737-8 Block H6 [*] Aircraft Delivery, Description, Price and Advance Payments,” to the Purchase Agreement is hereby deleted in its entirety and replaced by a new Table 1H6, entitled “737-8 Block H6 [*] Aircraft Delivery, Description, Price and Advance Payments,” provided as Enclosure 2 to this Supplemental Agreement No. 36 and incorporated into the Purchase Agreement by this reference. This new Table 1H6 reflects [*].
2.2Table 1K, entitled “737-8 Block K [*] Aircraft Delivery, Description, Price and Advance Payment,” to the Purchase Agreement is hereby deleted in its entirety and replaced by a new Table 1K, entitled “737-8 Block K [*] Aircraft Delivery, Description, Price and Advance Payment,” provided as Enclosure 3 to this Supplement Agreement No. 36 and incorporated into the Purchase Agreement by this reference. This new Table 1K reflects [*].
2.3Table 1M, entitled “737-8 Block M [*] Aircraft Delivery, Description, Price and Advance Payment,” to the Purchase Agreement is hereby deleted in its entirety and replaced by a new Table 1M, entitled “737-8 Block M [*] Aircraft Delivery, Description, Price and Advance Payment,” provided as Enclosure 4 to this Supplement Agreement No. 36 and incorporated into the Purchase Agreement by this reference.
2.4A new Table 1N, entitled “737-8 Block N [*] Aircraft Delivery, Description, Price and Advance Payments,” is provided as Enclosure 5 to this Supplemental Agreement No. 36 and is hereby incorporated into the Purchase Agreement by this reference. This new Table 1N reflects [*].
3.EXHIBIT.
A new Exhibit A34, entitled “HAZ/[*] 737-8 Aircraft Configuration [*],” is provided as Enclosure 6 to this Supplemental Agreement No. 36 and is hereby incorporated into the Purchase Agreement by this reference. This Exhibit A34 incorporates the Customer Configuration Changes for the 737-8 Aircraft in Table 1H6 and Table 1K identified with [*] as the lessee.
4.SUPPLEMENTAL EXHIBIT.
Supplemental Exhibit BFE1R1, entitled “[*],” to the Purchase Agreement is hereby deleted in its entirety and replaced by a new Supplemental Exhibit BFE1R2 entitled [*]” which is provided as Enclosure 7 to this Supplemental Agreement No. 36 and incorporated into the Purchase Agreement by this reference.    
5.LETTER AGREEMENTS.
HAZ-PA-03791
2
SA-36
BOEING PROPRIETARY

5.1Letter Agreement No. HAZ-PA-03791-LA-1208078R13, entitled “Advance Payment Matters,” to the Purchase Agreement is deleted in its entirety and replaced by a new Letter Agreement No. HAZ-PA-03791-LA-1208078R14, entitled “Advance Payment Matters” (Advance Payment Matters Letter Agreement), which is provided as Enclosure 8 to this Supplemental Agreement No. 36 and incorporated into the Purchase Agreement by this reference. This [*].
5.2Letter Agreement No. HAZ-PA-03791-LA-1208084, entitled “Leasing Matters,” to the Purchase Agreement is deleted in its entirety and replaced by a new Letter Agreement No. HAZ-PA-03791-LA-1208084R1, entitled “Leasing Matters” (Leasing Matters Letter Agreement), which is provided as Enclosure 9 to this Supplemental Agreement No. 36 and incorporated into the Purchase Agreement by this reference. This [*].
5.3Letter Agreement No. HAZ-PA-03791-LA-1208090R16, entitled “Special Matters for 737-8 and 737-9 Aircraft,” to the Purchase Agreement is deleted in its entirety and replaced by a new Letter Agreement No. HAZ-PA-03791-LA-1208090R17, entitled “Special Matters for 737-8 and 737-9 Aircraft” (Special Matters Letter Agreement), which is provided as Enclosure 10 to this Supplemental Agreement No. 36 and incorporated into the Purchase Agreement by this reference. This [*].
5.4A new Letter Agreement No. HAZ-PA-03791-LA-2501278, entitled “[*] is provided as Enclosure 11 to this Supplemental Agreement No. 36 and is hereby incorporated into the Purchase Agreement by this reference. [*].
6.[*]
7.EXCLUSIVE REMEDIES.
Customer agrees that the business considerations provided in this Supplemental Agreement No. 36 are Customer’s exclusive remedies for purposes of resolving all issues with respect to delivery delays of the Aircraft, whether in the past, present or future, and are in lieu of all other rights, remedies, claims and causes of action Customer may have, arising under contract, at law or otherwise, in connection therewith.
8.ASSIGNMENT.
The considerations included in this Supplemental Agreement No. 36 cannot be assigned by Customer, in whole or in part, without the prior consent of Boeing.
9.MISCELLANEOUS.
9.1The Purchase Agreement is amended as set forth above, and all other terms and conditions of the Purchase Agreement not specifically amended by this Supplemental Agreement No. 36 remain unchanged and are in full force and effect. Any Tables of Contents, Tables, Exhibits, Supplemental Exhibits, Letter Agreements and other documents that are listed in the sections above are incorporated into this Supplemental Agreement No. 36 by this reference.
HAZ-PA-03791
3
SA-36
BOEING PROPRIETARY

9.2This Supplemental Agreement No. 36 will become effective upon (i) execution and receipt by both Parties of this Supplemental Agreement No. 36 and (ii) [*]. The terms of this Supplemental Agreement No. 36 will expire if preconditions (i) and (ii) described above are not met by April 4, 2025.

AGREED AND ACCEPTED this
April 9th, 2025
Date

THE BOEING COMPANY

AIR LEASE CORPORATION
/s/ Matthew Cram/s/ John L. Plueger
SignatureSignature
Matthew CramJohn L. Plueger
Printed namePrinted name
Attorney-in-FactCEO & President
TitleTitle

HAZ-PA-03791
4
SA-36
BOEING PROPRIETARY
Enclosure 1


TABLE OF CONTENTS
ARTICLES    
SA No.
Article 1.
Quantity, Model and Description
SA-4
Article 2.
Delivery Schedule

Article 3.
Price

Article 4.
Payment

Article 5.
Additional Terms


TABLES
1A
737-8 Block A Aircraft Information Table [*]
SA-35
1B
737-9 Block B Aircraft Information Table [*]
SA-35
1C
737-8 Block C Aircraft Information Table [*]
SA-35
1D
737-8 Block D Aircraft Information Table [*]
SA-35
1E
737-8 Block E Aircraft Information Table [*]
SA-35
1F
737-7 Block F Aircraft Information Table [*]
SA-24
1G
737-8 Block G Aircraft Information Table [*]
SA-35
1H1
737-8 Block H1 Aircraft Information Table [*]
SA-35
1H2
737-8 Block H2 Aircraft Information Table [*]
SA-29
1H3
737-8 Block H3 Aircraft Information Table [*]
SA-29
1H4
737-8 Block H4 Aircraft Information Table [*]
SA-29
1H5
737-8 Block H5 Aircraft Information Table [*]
SA-35
1H6
737-8 Block H6 Aircraft Information Table [*]
SA-36
1I
737-8 Block I Aircraft Information Table [*]
SA-27
1J
737-8 Block J Aircraft Information Table [*]
SA-32
1K
737-8 Block K Aircraft Information Table [*]
SA-36
1L
737-9 Block L Aircraft Information Table [*]
SA-35
1M
737-8 Block M Aircraft Information Table [*]
SA-36
1N
737-8 Block N Aircraft Information Table [*]
SA-36

EXHIBITS

A1
HAZ/[*] 737-8 Aircraft Configuration
SA-16
A1-1
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A1-2
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A2
HAZ/[*] 737-8 Aircraft Configuration
SA-16
A2-1
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-27
A3
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-16
A3-1
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A4
HAZ/[*] 737-8 Aircraft Configuration
SA-16
A5
HAZ/[*] 737-8 Aircraft Configuration
SA-16
A6
HAZ/[*] 737-9 Aircraft Configuration
SA-19
A6-1
HAZ/[*] 737-9 Aircraft Configuration [*]
SA-35
A7
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-21
HAZ-PA-03791
i    
SA-36
BOEING PROPRIETARY
Enclosure 1


TABLE OF CONTENTS
A7-1
HAZ/[*] 737-8 Aircraft Configuration [*] (Block J)
SA-28
A8
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-21
A8-1
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A9
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-21
A10
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-21
A11
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-21
A12
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-21
A13
HAZ/[*] 737-9 Aircraft Configuration [*]
SA-21
A14
HAZ/[*] 737-9 Aircraft Configuration [*]
SA-21
A15
HAZ 737-8 Baseline Aircraft Configuration [*]
SA-21
A16
HAZ 737-9 Baseline Aircraft Configuration [*]
SA-21
A17
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-24
A18
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-24
A19
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-25
A20
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-25
A21
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-25
A21-1
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A21-2
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A21-3
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A22
HAZ/[*] 737-9 Aircraft Configuration [*]
SA-25
A22-1
HAZ/[*] 737-9 Aircraft Configuration [*]
SA-28
A23
HAZ/[*] 737-9 Aircraft Configuration [*]
SA-26
A24
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-31
A24-1
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A24-2
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A24-3
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A25
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A26
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A26-1
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A26-2
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A27
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A28
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A28-1
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A28-2
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A29
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A29-1
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A29-2
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A30
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A30-1
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A30-2
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A31
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A32
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
HAZ-PA-03791
ii    
SA-36
BOEING PROPRIETARY
Enclosure 1


TABLE OF CONTENTS
A33
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-35
A34
HAZ/[*] 737-8 Aircraft Configuration [*]
SA-36
B
Aircraft Delivery Requirements and Responsibilities

SUPPLEMENTAL EXHIBITS
AE1
Escalation Adjustment - Airframe and Optional Features

BFE1R2
BFE Variables
SA-36
CS1
Customer Support Variables

EE1
[*], Engine Warranty and Patent Indemnity

SLP1
Service Life Policy Components


LETTER AGREEMENTSSA No.
LA-1208077
AGTA Matters

LA-1208078R14
Advance Payment Matters
SA-36
LA-1208079R4
[*]
SA-35
LA-1208080
Assignment of Customer’s Interest to a Subsidiary or Affiliate

LA-1208081
Other Matters

LA-1208082
Demonstration Flight Waiver

LA-1208083R4
[*]
SA-17
LA-1208084R1
Leasing Matters
SA-36
LA-1208085
Liquidated Damages for Non-Excusable Delay

LA-1208086
Loading of Customer Software

LA-1208087R1
Open Matters for 737-8 and 737-9 Aircraft
SA-4
LA-1208088
Performance Matters

LA-1208089R1
Reconfirmation Aircraft
SA-4
LA-1208090R17
Special Matters for 737-8 and 737-9 Aircraft
SA-36
LA-1208091
AGTA Term Revisions for 737-8 and 737-9 Aircraft

LA-1208092
[*]

LA-1208958
[*]

LA-1208963
[*]
SA-4
LA-1209052
[*]

LA-1300032
[*]
SA-4
LA-1400773
[*]
SA-4
LA-1401489
[*]
SA-4
LA-1701519
Special Matters Related to [*]
SA-10
LA-1701714
Special Matters for 737-7 Aircraft
SA-24
LA-1704831
Special Matters Relating to [*]
SA-14
LA-1704362
[*]
SA-15
LA-1805016R1
[*]
SA-31
LA-1805303
[*]
SA-18
LA-2003489
[*]
SA-26
LA-2100098
Miscellaneous Matters – Block I Aircraft
SA-27
HAZ-PA-03791
iii    
SA-36
BOEING PROPRIETARY
Enclosure 1


TABLE OF CONTENTS
LETTER AGREEMENTSSA No.
LA-2101360
Miscellaneous Matters – Block J Aircraft
SA-28
LA-2302334
[*]
SA-34
LA-2501278
[*]
SA-36

HAZ-PA-03791
iv    
SA-36
BOEING PROPRIETARY
Table 1H6 ToEnclosure 2
Purchase Agreement No. PA-03791
737-8 Block H6 [*] Aircraft Delivery, Description, Price and Advance Payments
Airframe Model/MTOW:737-8182,200 poundsDetail Specification:D019A008-R (12/8/2017)
Engine Model/Thrust:CFMLEAP-1B2726,400 poundsAirframe Price Base Year/Escalation Formula:[*][*]
Airframe Price:[*]Engine Price Base Year/Escalation Formula:
Optional Features:[*]
Sub-Total of Airframe and Features:[*]Airframe Escalation Data:
Engine Price (Per Aircraft):[*]Base Year Index (ECI):[*]
Aircraft Basic Price (Excluding BFE/SPE):[*]Base Year Index (CPI):[*]
Buyer Furnished Equipment (BFE) Estimate:[*]
Seller Purchased Equipment (SPE) Estimate:[*]
LIFT Seats Provided by Boeing (Estimate):[*]
Deposit per Aircraft:[*]
Manufacturer EscalationEscalation EstimateAdvance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):
DeliveryNumber of SerialFactorLesseeP.A.Adv Payment BaseAt Signing24 Mos.21/18/15/12 Mos.Total
DateAircraftNo.(Airframe)Exhibit APrice Per A/P1%4%5%25%
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
Total:15
[*]
HAZ-PA-03791 109141-1F.txtBoeing Proprietary
SA-36 Page 1
Table 1K toEnclosure 3
Purchase Agreement No. PA-03791
737-8 Block K [*] Aircraft Delivery, Description, Price and Advance Payments
Airframe Model/MTOW:737-8159,400 poundsDetail Specification:D019A008-Y (12/18/2020)
Engine Model/Thrust:CFMLEAP-1B2726,400 poundsAirframe Price Base Year/Escalation Formula:[*][*]
Airframe Price:[*]Engine Price Base Year/Escalation Formula:
Optional Features:[*]
Sub-Total of Airframe and Features:[*]Airframe Escalation Data:
Engine Price (Per Aircraft):[*]Base Year Index (ECI):[*]
Aircraft Basic Price (Excluding BFE/SPE):[*]Base Year Index (CPI):[*]
Buyer Furnished Equipment (BFE) Estimate:[*]
Seller Purchased Equipment (SPE)/In-Flight Entertainment (IFE) Estimate:[*]
LIFT Seats Provided by Boeing (Estimate):[*]
Refundable Deposit/Aircraft at Proposal Accept:[*]
Manufacturer EscalationEscalation EstimateAdvance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):
DeliveryNumber of SerialFactorLesseeP.A.Adv Payment BaseAt Signing24 Mos.21/18/15/12 Mos.Total
DateAircraftNo.(Airframe)Exhibit APrice Per A/P1%4%5%25%
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*][*][*][*]
Total:25
HAZ-PA-03791 118056-1F.txtBoeing Proprietary
SA-36 Page 1
Table 1M toEnclosure 4
Purchase Agreement No. PA-03791
737-8 Block M [*] Aircraft Delivery, Description, Price and Advance Payments
Airframe Model/MTOW:737-8182,200 poundsDetail Specification:D019A008-AA (11/18/2022)2Q23 External Fcst
Engine Model/Thrust:CFMLEAP-1B2726,400 poundsAirframe Price Base Year/Escalation Formula:[*][*]
Airframe Price:[*]Engine Price Base Year/Escalation Formula:
Optional Features:[*]
Sub-Total of Airframe and Features:[*]Airframe Escalation Data:
Engine Price (Per Aircraft):[*]Base Year Index (ECI):[*]
Aircraft Basic Price (Excluding BFE/SPE):[*]Base Year Index (CPI):[*]
Buyer Furnished Equipment (BFE) Estimate:[*]
Seller Purchased Equipment (SPE)/In-Flight Entertainment (IFE) Estimate:[*]
LIFT Seats Provided by Boeing (Estimate):[*]
Deposit per Aircraft:[*]
EscalationEscalation EstimateAdvance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):
DeliveryNumber ofFactorMSNAdv Payment BaseAt Signing28 Mos.24/21/18 Mos.Total
DateAircraft(Airframe)Price Per A/P1%4%5%20%
[*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*]
Total:2
Manufacturer's serial number is subject to change due to production changes
HAZ-PA-03791 122129-1F.txtBoeing Proprietary
SA-36 Page 1
Table 1N toEnclosure 5
Purchase Agreement No. PA-03791
737-8 Block N [*] Aircraft Delivery, Description, Price and Advance Payments
Airframe Model/MTOW:737-8182,200 poundsDetail Specification:D019A008-AA (11/18/2022)August 2024 External Fcst
Engine Model/Thrust:CFMLEAP-1B2726,400 poundsAirframe Price Base Year/Escalation Formula:[*][*]
Airframe Price:[*]Engine Price Base Year/Escalation Formula:
Optional Features:[*]
Sub-Total of Airframe and Features:[*]Airframe Escalation Data:
Engine Price (Per Aircraft):[*]Base Year Index (ECI):[*]
Aircraft Basic Price (Excluding BFE/SPE):[*]Base Year Index (CPI):[*]
Buyer Furnished Equipment (BFE) Estimate:[*]
Seller Purchased Equipment (SPE)/In-Flight Entertainment (IFE) Estimate:[*]
LIFT Seats Provided by Boeing (Estimate):[*]
Deposit per Aircraft:[*]
EscalationEscalation EstimateAdvance Payment Per Aircraft (Amts. Due/Mos. Prior to Delivery):
DeliveryNumber of MSN*FactorLesseeP.A.Adv Payment BaseAt Signing28 Mos.24/21/18 Mos.Total
DateAircraft(Airframe)Exhibit APrice Per A/P1%4%5%20%
[*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*]
[*][*][*][*][*][*][*][*]
Total:5
*Manufacturer's serial number is subject to change due to production changes
HAZ-PA-03791 124315-1F.txtBoeing Proprietary
SA-36 Page 1
Enclosure 6
HAZ/[*] 737-8 AIRCRAFT CONFIGURATION
[*]

between

THE BOEING COMPANY

and

AIR LEASE CORPORATION

Exhibit A34

to Purchase Agreement Number PA-03791


HAZ-PA-03791
SA-36 EXA Page 1
BOEING PROPRIETARY
Enclosure 6
Exhibit A34

AIRCRAFT CONFIGURATION

Dated April __, 2025

relating to

BOEING MODEL 737-8 AIRCRAFT

The Detail Specification is [*]. The Detail Specification provides further description of Customer’s configuration set forth in this Exhibit A. Such Detail Specification will be comprised of Boeing Configuration Specification [*]. Boeing will furnish to Customer copies of the Detail Specification, which copies will reflect such Options upon request. The Aircraft Basic Price reflects and includes [*].

HAZ-PA-03791
SA-36 EXA Page 2
BOEING PROPRIETARY
Boeing ProprietaryEnclosure 6
Exhibit A34 To
Purchase Agreement No. PA-03791
[*]
P.A. 03791 SA-36
Exhibit A34 ([*] 737-8)		Boeing Proprietary
Page: 1 of 8
Boeing ProprietaryEnclosure 6
Exhibit A34 To
Purchase Agreement No. PA-03791
P.A. 03791 SA-36
Exhibit A34 ([*] 737-8)		Boeing Proprietary
Page: 2 of 8
Boeing ProprietaryEnclosure 6
Exhibit A34 To
Purchase Agreement No. PA-03791
P.A. 03791 SA-36
Exhibit A34 ([*] 737-8)		Boeing Proprietary
Page: 3 of 8
Boeing ProprietaryEnclosure 6
Exhibit A34 To
Purchase Agreement No. PA-03791
P.A. 03791 SA-36
Exhibit A34 ([*] 737-8)		Boeing Proprietary
Page: 4 of 8
Boeing ProprietaryEnclosure 6
Exhibit A34 To
Purchase Agreement No. PA-03791
P.A. 03791 SA-36
Exhibit A34 ([*] 737-8)		Boeing Proprietary
Page: 5 of 8
Boeing ProprietaryEnclosure 6
Exhibit A34 To
Purchase Agreement No. PA-03791
P.A. 03791 SA-36
Exhibit A34 ([*] 737-8)		Boeing Proprietary
Page: 6 of 8
Boeing ProprietaryEnclosure 6
Exhibit A34 To
Purchase Agreement No. PA-03791
P.A. 03791 SA-36
Exhibit A34 ([*] 737-8)		Boeing Proprietary
Page: 7 of 8
Boeing ProprietaryEnclosure 6
Exhibit A34 To
Purchase Agreement No. PA-03791
P.A. 03791 SA-36
Exhibit A34 ([*] 737-8)		Boeing Proprietary
Page: 8 of 8
Enclosure 7
BUYER FURNISHED EQUIPMENT VARIABLES

between

THE BOEING COMPANY

and

Air Lease Corporation

Supplemental Exhibit BFE1R2

to Purchase Agreement Number PA-03791

HAZ-PA-03791-BFE1R2
SA-36
BOEING PROPRIETARY
Page 1
Enclosure 7
BUYER FURNISHED EQUIPMENT VARIABLES

relating to

BOEING MODEL 737-8 and 737-9 AIRCRAFT

This Supplemental Exhibit BFE1 contains supplier selection dates, on-dock dates and other requirements applicable to the Aircraft.
1.Supplier Selection.
Customer will:
Select and notify Boeing of the suppliers and part numbers of the following BFE items by the following dates:
Galley System[*]
Galley Inserts[*]
Seats (passenger)[*]
Overhead & Audio System[*]
In-Seat Video System[*]
Miscellaneous Emergency Equipment[*]
Cargo Handling Systems*
(Single Aisle Programs only)
[*]

*[*]

**[*]

Customer will enter into initial agreements with the selected Galley System, Galley Inserts, Seats, and In-Seat Video System suppliers on or before [*] after the above supplier selection dates to actively participate with Customer and Boeing in coordination actions including the Initial Technical Coordination Meeting (ITCM).    
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2.On-dock Dates and Other Information.
On or before [*] prior to delivery, Boeing will provide to Customer the BFE Requirements electronically through My Boeing Fleet (MBF in My Boeing Configuration (MBC)). These requirements may be periodically revised, setting forth the items, quantities, on-dock dates and shipping instructions and other requirements relating to the in-sequence installation of BFE. For planning purposes, preliminary BFE on-dock dates are set forth below:

[*]

3.Additional Delivery Requirements - Import.
Customer will be the “importer of record” (as defined by the U.S. Customs and Border Protection) for all BFE imported into the United States, and as such, it has the responsibility to ensure all of Customer’s BFE shipments comply with U.S. Customs Service regulations. In the event Customer requests Boeing, in writing, to act as importer of record for Customer’s BFE, and Boeing agrees to such request, Customer is responsible for ensuring Boeing can comply with all U.S. Customs Import Regulations by making certain that, at the time of shipment, all BFE shipments comply with the requirements in the “International Shipment Routing Instructions”, including the Customs Trade Partnership Against Terrorism (C-TPAT), as set out on the Boeing website referenced below. Customer agrees to include the International Shipment Routing Instructions, including C-TPAT requirements, in each contract between Customer and BFE supplier.

http://www.boeing.com/companyoffices/doingbiz/supplier_portal/index_general.html
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The Boeing Company
P.O. Box 3707
Seattle, WA 98124-2207

HAZ-PA-03791-LA-1208078R14


Air Lease Corporation
2000 Avenue of the Stars, Suite 1000N
Los Angeles, CA 90067


Subject:    Advance Payment Matters

Reference:    Purchase Agreement No. PA-03791 (Purchase Agreement) between The Boeing Company (Boeing) and Air Lease Corporation (Customer) relating to Model 737-8 and 737-9 aircraft (Aircraft)
This letter agreement (Letter Agreement) cancels and supersedes all previous versions with an acceptance date prior to the acceptance date indicated below and amends and supplements the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.
The Purchase Agreement incorporates the terms and conditions of HAZ-AGTA between Boeing and Customer. This Letter Agreement modifies certain terms and conditions of the AGTA with respect to the Aircraft.

1.Deferred Advance Payment Schedule.
1.1Notwithstanding the Aircraft advance payment schedule provided in Table 1 of the Purchase Agreement, Customer may elect to pay an alternative fixed advance payment schedule for the Aircraft, as set forth below (Alternative Advance Payment Schedule).
[*]
2.[*]

3.[*]
4.[*]
5.Assignment.
Notwithstanding any other provisions of the Purchase Agreement, the rights and obligations described in this Letter Agreement are provided to Customer in consideration of Customer taking title to the Aircraft at the time of delivery and leasing the Aircraft and cannot be assigned in whole or, in part.
6.Confidential Treatment.
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7.Customer understands and agrees that the information contained herein represents confidential business information of Boeing and has value precisely because it is not available generally or to other parties. Customer agrees to limit the disclosure of its contents to (a) its directors and officers, (b) employees of Customer with a need to know the contents for performing its obligations (including, without limitation, those employees performing accounting, finance, administration and other functions necessary to finance and purchase, deliver or lease the Aircraft) and who understand they are not to disclose its contents to any other person or entity (other than those to whom disclosure is permitted by this paragraph 6) without the prior written consent of Boeing and (c) any auditors, financial advisors, attorneys and independent contractors of Customer who have a need to know such information and have signed a confidentiality agreement in the same form and substance similar to this paragraph 6. Customer shall be fully responsible to Boeing for compliance with such obligations.

Very truly yours,

THE BOEING COMPANY
By

/s/ Matthew Cram
 
ItsAttorney-in-fact
ACCEPTED AND AGREED TO this
Date:April 9, 2025
AIR LEASE CORPORATION
By/s/ John L. Plueger
ItsCEO and President

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The Boeing Company
P.O. Box 3707
Seattle, WA 98124-2207
HAZ-PA-03791-LA-1208084R1


Air Lease Corporation
2000 Avenue of the Stars, Suite 1000N
Los Angeles, CA 90067


Subject:    [*]

Reference:    Purchase Agreement No. PA-03791 (Purchase Agreement) between The Boeing Company (Boeing) and Air Lease Corporation (Customer) relating to Model 737-8 and 737-9 aircraft (Aircraft)
This letter agreement (Letter Agreement) cancels and supersedes all previous versions with an acceptance date prior to the acceptance date indicated below and amends and supplements the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.
[*]
1.[*]
2.[*]
3.[*]
4.[*]
5.[*]
6.[*]
7.[*]
8.[*]
9.[*]
10.[*]
11.[*]
12.[*]

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13.[*]
14.Assignment of Additional Rights at Delivery.
At the time of delivery by Boeing of any Aircraft to Customer and Customer's re-delivery of an Aircraft to an initial Lessee, Customer and Lessee will enter into an assignment of the remaining rights and duties under the Purchase Agreement (including warranty rights), pursuant to the provisions of Article 9 of the AGTA.
15.Confidential Treatment.
Customer understands and agrees that the information contained herein represents confidential business information of Boeing and has value precisely because it is not available generally or to other parties. Customer agrees to limit the disclosure of its contents to (a) its directors and officers, (b) employees of Customer with a need to know the contents for performing its obligations (including, without limitation, those employees performing accounting, finance, administration and other functions necessary to finance and purchase, deliver or lease the Aircraft) and who understand they are not to disclose its contents to any other person or entity (other than those to whom disclosure is permitted by this paragraph 9) without the prior written consent of Boeing and (c) any auditors, financial advisors, attorneys and independent contractors of Customer who have a need to know such information and have signed a confidentiality agreement in the same form and substance similar to this paragraph 9. Customer shall be fully responsible to Boeing for compliance with such obligations.

Very truly yours,
THE BOEING COMPANY
By/s/ Matthew Cram
ItsAttorney-in-fact
ACCEPTED AND AGREED TO this
Date:April 9, 2025
AIR LEASE CORPORATION
By/s/ John L. Plueger
ItsCEO and President


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                                         Enclosure 9
ATTACHMENT A
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                                         Enclosure 9

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The Boeing Company
P.O. Box 3707
Seattle, WA 98124-2207



HAZ-PA-03791-LA-1208090R17


Air Lease Corporation
2000 Avenue of the Stars, Suite 1000N    
Los Angeles, CA 90067


Subject:    Special Matters for 737-8 and 737-9 Aircraft

Reference:    Purchase Agreement No. PA-03791 (Purchase Agreement) between The Boeing Company (Boeing) and Air Lease Corporation (Customer) relating to Model 737-8 and 737-9 aircraft (Aircraft)

This letter agreement (Letter Agreement) cancels and supersedes all previous versions with an acceptance date prior to the acceptance date indicated below and amends and supplements the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.
1.Credit Memoranda. In consideration of Customer’s purchase of the Aircraft, [*], unless otherwise noted, Boeing will provide to Customer the following credit memoranda:
1.1Basic Credit Memorandum. Boeing will issue to Customer a basic credit memorandum (Basic Credit Memorandum) at delivery of each Aircraft [*] in an amount shown in the table immediately below for the respective minor model and [*].
Basic Credit Memorandum
Model Type
Aircraft Block[*]737-8 Aircraft737-9 Aircraft737-9 [*]737-8 [*]
Block A[*][*] [*][*] [*]
Block B[*][*][*][*][*]
Block C[*][*][*][*][*]
Block D[*][*][*][*][*]
Block E[*][*][*][*][*]
Block G[*][*][*][*][*]
Block H[*][*][*][*][*]
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Block K[*][*][*][*][*]
Block L[*][*][*][*][*]
Block M[*][*][*][*][]*
Block N[*][*][*][*][*]

1.2Leasing Credit Memorandum. Customer expressly intends to lease the Aircraft and [*] to a third party or parties (Lessee or Lessees) who are in the commercial airline business as aircraft operators. As an additional consideration and incentive for entering into a lease for the Aircraft and [*] prior to delivery of each such Aircraft or [*], Boeing will issue to Customer a leasing credit memorandum (Leasing Credit Memorandum) in an amount shown in the table immediately below for the respective Aircraft or [*] minor model and [*]. Customer will not be permitted to assign this Leasing Credit Memorandum without the prior written consent of Boeing.

Leasing Credit Memorandum
Model Type
Aircraft Block[*]737-8 Aircraft737-9 Aircraft737-9 [*]737-8 [*]
Block A[*][*][*][*][*]
Block B[*][*][*][*][*]
Block C[*][*][*][*][*]
Block D[*][*][*][*][*]
Block E[*][*][*][*][*]
Block G[*][*][*][*][*]
Block H[*][*][*][*][*]
Block K[*][*][*][*][*]
Block L[*][*][*][*][*]
Block M[*][*][*][*][*]
Block N[*][*][*][*][*]

1.3[*]
1.4[*]
1.5[*]
1.6[*]
1.7[*]
1.8[*]
1.9[*]
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1.10[*]
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1.44[*]
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6.Assignment.
Unless otherwise noted herein, the Credit Memoranda described in this Letter Agreement are provided as a financial accommodation to Customer and in consideration of Customer’s taking title to the Aircraft and [*] at time of delivery and leasing the Aircraft and [*]. This Letter Agreement cannot be assigned, in whole or in part, without the prior written consent of Boeing.
7.Confidentiality.
8.Customer understands and agrees that the information contained herein represents confidential business information of Boeing and has value precisely because it is not available generally or to other parties. Customer agrees to limit the disclosure of its contents to (a) its directors and officers, (b) employees of Customer with a need to know the contents for performing its obligations (including, without limitation, those employees performing accounting, finance, administration and other functions necessary to finance and purchase, deliver or lease the Aircraft) and who understand they are not to disclose its contents to any other person or entity (other than those to whom disclosure is permitted by this paragraph 7) without the prior written consent of Boeing and (c) any auditors, financial advisors, attorneys and independent contractors
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of Customer who have a need to know such information and have signed a confidentiality agreement in the same form and substance similar to this paragraph 7. Customer shall be fully responsible to Boeing for compliance with such obligations.

Very truly yours,

THE BOEING COMPANY
By/s/ Matthew Cram

Its

Attorney-in-fact
ACCEPTED AND AGREED TO this
 Date:April 9, 2025
AIR LEASE CORPORATION
By/s/ John L. Plueger
ItsCEO & President

HAZ-PA-03791-LA-1208090R17
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The Boeing Company
P.O. Box 3707
Seattle, WA 98124-2207
HAZ-PA-03791-LA-2501278


Air Lease Corporation
2000 Avenue of the Stars, Suite 1000N
Los Angeles, CA 90067

Subject:    [*]

Reference:    Purchase Agreement No. PA-03791 (Purchase Agreement) between The Boeing Company (Boeing) and Air Lease Corporation (Customer) relating to models 737-8 and 737-9 aircraft

This letter agreement (Letter Agreement) amends and supplements the Purchase Agreement. All terms used but not defined in this Letter Agreement shall have the same meaning as in the Purchase Agreement.
For the purpose of this Letter Agreement, references to “Aircraft” are references to the Block N Aircraft in Table 1N of the Purchase Agreement as of the date of this Letter Agreement.
1.[*]
2.[*]
3.[*]
4.[*]
5.Assignment.
Notwithstanding any other provisions of the Purchase Agreement, the rights and obligations described in this Letter Agreement are provided to Customer in consideration of Customer taking title to the Block N Aircraft at the time of delivery and leasing the Block N Aircraft to commercial operators and cannot be assigned in whole or, in part.
6.Confidential Treatment.
Customer understands and agrees that the information contained herein represents confidential business information of Boeing and has value precisely because it is not available generally or to other parties. Customer agrees to limit the disclosure of its contents to (a) its directors and officers, (b) employees of Customer with a need to know the contents for performing its obligations (including, without limitation, those employees performing accounting, finance, administration and other functions necessary to finance and purchase, deliver or lease the Aircraft) and who understand they are not to disclose its contents to any other person or entity (other than those to whom disclosure is permitted by this paragraph 6), without the prior written consent of
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Enclosure 11
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Boeing and (c) any auditors, financial advisors, attorneys and independent contractors of Customer who have a need to know such information and have signed a confidentiality agreement in the same form and substance similar to this paragraph 6. Customer shall be fully responsible to Boeing for compliance with such obligations.

Very truly yours,


THE BOEING COMPANY
By/s/ Matthew Cram
ItsAttorney-in-fact
ACCEPTED AND AGREED TO this
Date:April 9, 2025
AIR LEASE CORPORATION
By/s/ John L. Plueger
ItsCEO & President
HAZ-PA-03791-LA-2501278SA-36
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Attachment A to Letter Agreement No. HAZ-PA-03791-LA-2501278

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Attachment B to Letter Agreement No. HAZ-PA-03791-LA-2302334

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