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This excerpt taken from the AYR DEF 14A filed Apr 3, 2009. Other
Transactions
In May 2006, two of our operating subsidiaries entered into
service agreements to provide certain leasing, remarketing,
administrative and technical services to a Fortress affiliate
with respect to four aircraft owned by the Fortress affiliate
and leased to third parties. As of December 31, 2008, we
had earned
Table of Contents
US$117,000 in fees due from the Fortress affiliate. Total fees
paid to us for the year ended December 31, 2008 was
US$117,000. Our responsibilities include remarketing the
aircraft for lease or sale, invoicing the lessees for expenses
and rental payments, reviewing maintenance reserves, reviewing
the credit of lessees, arranging for the periodic inspection of
the aircraft and securing the return of the aircraft when
necessary. The agreements also provide that the Fortress
affiliate will pay us 3.0% of the collected rentals with respect
to leases of the aircraft, plus expenses incurred during the
service period, and will pay us 2.5% of the gross sales proceeds
from the sale of any of the aircraft, plus expenses incurred
during the service period. We believe that the scope of services
and fees under these service agreements were concluded on an
arms-length basis. In May 2007, we sold two aircraft owned by a
Fortress affiliate and the Fortress affiliate paid us a fee in
the amount of US$403,000 for the remarketing of these two
aircraft. The service agreements have an initial term which
expires on December 31, 2008, but will continue thereafter
unless one party terminates the agreement by providing the other
with advance written notice. As of December 31, 2008, we
had a US$58,000 receivable from Fortress.
For the year ended December 31, 2008, the Company paid
US$552,000 for legal fees related to the establishment and
financing activities of our Bermuda subsidiaries, and, for the
year ended December 31, 2008, the Company paid US$156,000
for Bermuda corporate services related to our Bermuda companies
to a law firm and a corporate secretarial services provider
affiliated with a Bermuda resident director serving on certain
of our subsidiaries boards of directors. The Bermuda
resident director serves as an outside director of these
subsidiaries.
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