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Full title: Motion to Withdraw as Attorney filed by Peter John Behmke on behalf of Development Bank of Japan Inc., KFW IPEX-Bank GmbH, The Chugoku Bank, Ltd.. (Attachments: # (1) Proposed Order) (Behmke, Peter)

Document posted on Oct 19, 2021 in the bankruptcy, 3 pages and 0 tables.

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This motion (the “Motion”) seeks, pursuant to Rule 2090-1(e) of the Local Rules of Bankruptcy Procedure of the United States Bankruptcy Court for the Southern District of New York (the “Local Rules”), an order withdrawing Peter J. Behmke, Esq.(“Cross”) of the law firm Herbert Smith Freehills New York LLP as attorneys of record for Development Bank of Japan Inc., KFW IPEX-Bank GmbH, and the Chugoku Bank, Ltd. (the “Lenders”), and states as follows: 1. The Lenders have transferred their interests to a third party in that certain Loan Facility Agreement, dated November 27, 2017 (along with all exhibits, annexes, and schedules thereto, and as amended restated, supplemented or otherwise modified and in effect, the “Loan Agreement”) by and among Caracara Ltd. and Lobelia Leasing, Inc., as borrower, Caracara Ltd. as representative borrower, Natixis, New York Branch, as security agent, and original facility agent, the lenders party thereto, and Natixis, as swap counterparty. Messrs. Behmke and Cross will continue to serve as counsel of record for NTT TC Leasing Co., Ltd., which has not transferred its interest under the Loan Agreement.Attorneys for Development Bank of Japan Inc., KFW IPEX-Bank GmbH, the Chugoku Bank, Ltd., and NTT TC Leasing Co., Ltd.

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UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ----------------------------------------------------------------- x In re: Chapter 11 Grupo Aeroméxico, S.A. de C.V., et al. Case No. 20-11563 SCC Debtor. ----------------------------------------------------------------- x In re: Chapter 11 Aerovías México, S.A. de C.V., Case No. 20-11561 SCC Debtor. ----------------------------------------------------------------- x In re: Chapter 11 Aerolitoral, S.A. de C.V., Case No. 20-11561 SCC Debtor. ----------------------------------------------------------------- x In re: Chapter 11 Aerovías Empresa de Cargo, S.A. de C.V., Case No. 20-11561 SCC Debtor. ----------------------------------------------------------------- x MOTION OF PETER J. BEHMKE AND JONATHAN C. CROSS TO WITHDRAW AS ATTORNEYS OF RECORD PURSUANT TO LOCAL BANKRUPTCY RULE 2090-1(e) This motion (the “Motion”) seeks, pursuant to Rule 2090-1(e) of the Local Rules of Bankruptcy Procedure of the United States Bankruptcy Court for the Southern District of New York (the “Local Rules”), an order withdrawing Peter J. Behmke, Esq. (“Behmke”) and Jonathan C. Cross, Esq. (“Cross”) of the law firm Herbert Smith Freehills New York

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LLP as attorneys of record for Development Bank of Japan Inc., KFW IPEX-Bank GmbH, and the Chugoku Bank, Ltd. (the “Lenders”), and states as follows: 1. The Lenders have transferred their interests to a third party in that certain Loan Facility Agreement, dated November 27, 2017 (along with all exhibits, annexes, and schedules thereto, and as amended restated, supplemented or otherwise modified and in effect, the “Loan Agreement”) by and among Caracara Ltd. and Lobelia Leasing, Inc., as borrower, Caracara Ltd. as representative borrower, Natixis, New York Branch, as security agent, and original facility agent, the lenders party thereto, and Natixis, as swap counterparty. 2. The Lenders therefore no longer have an interest in the above-captioned proceedings and the work of Mssrs. Behmke and Cross on the matter on behalf of the Lenders is concluded. 3. Messrs. Behmke and Cross will continue to serve as counsel of record for NTT TC Leasing Co., Ltd., which has not transferred its interest under the Loan Agreement. 4. Based on the foregoing, good cause exists to permit Mssrs. Behmke and Cross to withdraw as attorneys of record for the Lenders under Local Rule 2090-1(e). WHEREFORE, it is respectfully requested that the Court enter an order in the form attached hereto as Exhibit A.

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Dated: October 20, 2021 New York, New York Respectfully submitted, By: /s/ Peter J. Behmke Peter J. Behmke Jonathan C. Cross HERBERT SMITH FREEHILLS NEW YORK LLP 450 Lexington Avenue New York, NY 10017 tel. (917) 542-7600 Peter.Behmke@hsf.com Jonathan.Cross@hsf.com Attorneys for Development Bank of Japan Inc., KFW IPEX-Bank GmbH, the Chugoku Bank, Ltd., and NTT TC Leasing Co., Ltd.

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