HAWKER BEECHCRAFT, INC. NONQUALIFIED STOCK OPTION AGREEMENT (Performance- Vesting)Nonqualified Stock Option Agreement • November 9th, 2010 • Hawker Beechcraft Notes Co • Aircraft & parts • New York
THIS AGREEMENT (the “Agreement”), is made effective as of [DATE] (the “Date of Grant”), between Hawker Beechcraft, Inc., a Delaware corporation (the “Company”), and (the “Participant”).
HAWKER BEECHCRAFT, INC. NONQUALIFIED STOCK OPTION AGREEMENT (Performance- Vesting)Nonqualified Stock Option Agreement • May 5th, 2009 • Hawker Beechcraft Notes Co • Aircraft & parts • New York
THIS AGREEMENT (the “Agreement”), is made effective as of March 23, 2009 (the “Date of Grant”), between Hawker Beechcraft, Inc., a Delaware corporation (the “Company”), and Worth W. Boisture, Jr. (the “Participant”).
SEPARATION OF EMPLOYMENT AGREEMENT AND GENERAL RELEASESeparation of Employment Agreement and General Release • February 25th, 2010 • Hawker Beechcraft Notes Co • Aircraft & parts • Kansas
THIS SEPARATION OF EMPLOYMENT AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made as of this 20th day of January, 2010, by and between Hawker Beechcraft Corporation (the “Company”), Hawker Beechcraft, Inc. (“HBI”), and Bradley Hatt (“Employee”).
HAWKER BEECHCRAFT, INC. RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • December 9th, 2011 • Hawker Beechcraft Notes Co • Aircraft & parts • New York
THIS AGREEMENT, made as of December 7, 2011 (the “Date of Grant”), between Hawker Beechcraft, Inc., a Delaware corporation (the “Company”), and Karin-Joyce Tjon Sien Fat (the “Grantee”).
EMPLOYMENT AGREEMENTAgreement • May 5th, 2009 • Hawker Beechcraft Notes Co • Aircraft & parts • New York
AMENDED AND RESTATED SEPARATION AGREEMENTSeparation Agreement • February 25th, 2009 • Hawker Beechcraft Notes Co • Aircraft & parts
AMENDED AND RESTATED SEPARATION AGREEMENT, dated as of February 19, 2009 (this “Agreement”), by and between Hawker Beechcraft Corporation, a Kansas corporation (the “Company”), and James E. Schuster (the “Executive,” together with the Company, the “Parties”).
HAWKER BEECHCRAFT, INC. RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • May 5th, 2009 • Hawker Beechcraft Notes Co • Aircraft & parts • New York
THIS AGREEMENT, made as of 23rd day of March, 2009 (the “Date of Grant”), between Hawker Beechcraft , Inc., a Delaware corporation (the “Company”), and Worth W. Boisture, Jr. (the “Grantee”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 10th, 2012 • Hawker Beechcraft Notes Co • Aircraft & parts • Delaware
EMPLOYMENT AGREEMENT (the “Employment Agreement”), dated as of February 6, 2012 (the “Effective Date”), by and between Hawker Beechcraft, Inc., a Delaware corporation (the “Company”), and Robert S. Miller (the “Executive”).
JOINT WRITTEN CONSENTShareholders Agreement • February 28th, 2008 • Hawker Beechcraft Notes Co • Aircraft & parts
WHEREAS, HAWKER BEECHCRAFT, INC., a corporation organized under the laws of Delaware, Onex Partners II LP (“OPII”), Onex American Holdings II LLC (“Onex Holdings”), Hawker Beechcraft Executive Investco LLC (“HBEI”), Onex US Principals LP (“OUSP”), Onex Partners II GP LP (“Onex GP”), Onex Advisor III LLC (“Onex Advisor”, and together with OPII, Onex Holdings, HBEI, OUSP and Onex GP, “Onex”), GS Capital Partners VI Fund, L.P. (“GSCP VI”), GS Capital Partners VI Parallel, L.P. (“GSCP Parallel”), GS Capital Partners VI Offshore Fund, L.P. “GSCP Offshore”), GS Capital Partners VI GmbH & Co. KG (“GSCP GmbH”, and together with GSCP VI, GSCP Parallel and GSCP Offshore, “GSCP”) and the individuals listed from time to time under the heading “Management Shareholders” on the Shareholder Schedule to the Original Shareholders Agreement (as defined below), entered into that certain shareholders’ agreement, dated as of March 26, 2007 (the “Original Shareholders Agreement”);
DATE) (NAME) (ADDRESS) (CITY, STATE, ZIP)Hawker Beechcraft Notes Co • April 13th, 2012 • Aircraft & parts
This letter (the “Agreement”) is meant to summarize your current compensation and outline the complete terms and conditions of your employment in the position of (TITLE) for Hawker Beechcraft Corporation (the “Company”).
SEPARATION OF EMPLOYMENT AGREEMENT AND GENERAL RELEASESeparation of Employment Agreement and General Release • February 1st, 2012 • Hawker Beechcraft Notes Co • Aircraft & parts • Kansas
THIS SEPARATION OF EMPLOYMENT AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made as of this 31st day of January, 2012, by and among Hawker Beechcraft Corporation (the “Company”), Hawker Beechcraft, Inc. (“HBI”), and James Maslowski (“Employee”).
FORBEARANCE AGREEMENT AND THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • April 2nd, 2012 • Hawker Beechcraft Notes Co • Aircraft & parts • New York
CREDIT AGREEMENT dated as of March 26, 2007 (this “Agreement”), among HAWKER BEECHCRAFT, INC., a Delaware corporation (“Holdings” and, prior to the Acquisition (as defined below), the “U.S. Borrower”), HAWKER BEECHCRAFT ACQUISITION COMPANY, LLC (“HBAC” and, after the Acquisition, the “U.S. Borrower”), HAWKER BEECHCRAFT LIMITED, a limited company incorporated under the laws of England and Wales with registered number 06018571 (the “U.K. Borrower” and, together with the U.S. Borrower, the “Borrowers”), each Subsidiary of Holdings that, from time to time, becomes a party hereto, the Lenders (as defined in Article I), CREDIT SUISSE, as LC Facility Issuing Bank (in such capacity, the “LC Facility Issuing Bank”), the Issuing Banks named herein, CREDIT SUISSE, as administrative agent and collateral agent for the Lenders hereunder (in such capacities, the “Agent”), GOLDMAN SACHS CREDIT PARTNERS L.P., as syndication agent (the “Syndication Agent”), CITIBANK NORTH AMERICA, INC., as documentation
CONSULTING AGREEMENTConsulting Agreement • February 1st, 2012 • Hawker Beechcraft Notes Co • Aircraft & parts • Kansas
THIS CONSULTING AGREEMENT (this “Agreement”) is made as of January 31, 2012 and is effective as of February 1, 2012, by and between Hawker Beechcraft Defense Company, LLC, a limited liability company organized under the laws of the State of Delaware (“the Company”), and James Maslowski, an individual (“Consultant”).
SEPARATION OF EMPLOYMENT AGREEMENT AND GENERAL RELEASESeparation of Employment Agreement and General Release • February 25th, 2011 • Hawker Beechcraft Notes Co • Aircraft & parts • Kansas
THIS SEPARATION OF EMPLOYMENT AGREEMENT AND GENERAL RELEASE (the “Agreement”) is made as of this 7th day of February, 2011, by and among Hawker Beechcraft Corporation (the “Company”), Hawker Beechcraft, Inc. (“HBI”), and Sidney E. Anderson (“Employee”).
October 29, 2010 AMENDMENT TO HAWKER BEECHCRAFT, INC. NONQUALIFIED STOCK OPTION AGREEMENTS RECITALSHawker Beechcraft Notes Co • November 9th, 2010 • Aircraft & parts • New York
WHEREAS Hawker Beechcraft, Inc. (the “Company”) is party to certain (i) 2007 Performance-Vesting Type A Option Agreements, (the “2007 Type A Agreements”) the form of which is attached hereto as Exhibit A, (ii) 2007 Performance-Vesting Type B Option Agreements, (the “2007 Type B Agreements”) the form of which is attached hereto as Exhibit B, (iii) 2007 Time-Vesting Option Agreements, (the “2007 Time-Vesting Agreements”) the form of which is attached hereto as Exhibit C, (iv) 2010 Performance-Vesting Type A Option Agreements, (the “2010 Type A Agreements”) the form of which is attached hereto as Exhibit D, (v) 2010 Performance-Vesting Type B Option Agreements, (the “2010 Type B Agreements”) the form of which is attached hereto as Exhibit E, and (vi) 2010 Time-Vesting Option Agreements, (the “2010 Time-Vesting Agreements”) the form of which is attached hereto as Exhibit F pursuant to which certain employees (the “Option Holders”) of Hawker Beechcraft Corporation (“HBC”) were granted optio
INCREMENTAL FACILITY SUPPLEMENT AGREEMENTIncremental Facility Supplement Agreement • November 30th, 2009 • Hawker Beechcraft Notes Co • Aircraft & parts • New York
This INCREMENTAL FACILITY SUPPLEMENT AGREEMENT, dated as of November [25], 2009 (this “Agreement”), is by and among each Lender with New Term Commitments signatory hereto (each, a “New Term Loan Lender” and, collectively, the “New Term Loan Lenders”), HAWKER BEECHCRAFT, INC. (“Holdings”), HAWKER BEECHCRAFT ACQUISITION COMPANY, LLC (the “U.S. Borrower”), HAWKER BEECHCRAFT LIMITED (the “U.K. Borrower” and, together with the U.S. Borrower, the “Borrowers”), for purposes of Sections 9(b) and Section 19 hereof, the LOAN GUARANTORS listed on the signature papers hereto, CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH (formerly known as Credit Suisse, Cayman Islands Branch), as administrative agent and collateral agent for the Lenders under the Credit Agreement (in such capacities, the “Agent”) and CREDIT SUISSE SECURITIES (USA) LLC and GOLDMAN SACHS CREDIT PARTNERS L.P., in their capacities as Joint Lead Arrangers (the “Joint Lead Arrangers”).
JOINDER AGREEMENT TO THE AMENDED AND RESTATED SHAREHOLDERS AGREEMENT OF HAWKER BEECHCRAFT, INC.Joinder Agreement • May 5th, 2009 • Hawker Beechcraft Notes Co • Aircraft & parts • Delaware
This Joinder Agreement (the “Joinder Agreement”) dated as of this 23rd day of March, 2009, to the Shareholders Agreement (as defined below) is by and between Worth W. Boisture, Jr. (the “Employee”) and Hawker Beechcraft, Inc., a Delaware corporation (the “Company”).
FIRST AMENDMENT TOPledge and Security Agreement • April 2nd, 2012 • Hawker Beechcraft Notes Co • Aircraft & parts • New York
THIS FIRST AMENDMENT TO U.S. PLEDGE AND SECURITY AGREEMENT (this “Amendment”) is dated as of March 27, 2012 and is entered into by and among HAWKER BEECHCRAFT, INC., a Delaware corporation (“Holdings”), HAWKER BEECHCRAFT ACQUISITION COMPANY, LLC (the “U.S. Borrower”), the Subsidiary Parties party hereto and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH (formerly known as Credit Suisse, Cayman Islands Branch and in its capacity as collateral agent for the Secured Parties, the “Agent”) and is made with reference to that certain U.S. Pledge and Security Agreement entered into as of March 26, 2007 by and among Holdings, the U.S. Borrower, the Subsidiary Parties from time to time a party thereto, and the Agent (as amended, supplemented or otherwise modified from time to time prior to giving effect to this Amendment, the “Existing Pledge and Security Agreement”; the Existing Pledge and Security Agreement as amended by this Amendment and as further amended, supplemented or otherwise modified from t
SUPPLEMENT NO. 1 dated as of June 1, 2008 (this “Supplement”), to the Pledge and Security Agreement (the “Agreement”) dated as of March 26, 2007 by and among HAWKER BEECHCRAFT, INC., a Delaware corporation (“Holdings” and, prior to the Acquisition,...Supplement No. • May 5th, 2011 • Hawker Beechcraft Notes Co • Aircraft & parts
HAWKER BEECHCRAFT, INC. STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 5th, 2009 • Hawker Beechcraft Notes Co • Aircraft & parts • New York
THIS AGREEMENT (the “Agreement”), is made effective as of March 23, 2009 (the “Date of Grant”), between Hawker Beechcraft, Inc., a Delaware corporation (the “Company”), and Worth W. Boisture, Jr. (the “Executive”).
SENIOR AIRCRAFT SECURITY AGREEMENTSenior Aircraft Security Agreement • April 2nd, 2012 • Hawker Beechcraft Notes Co • Aircraft & parts • New York
THIS SENIOR AIRCRAFT SECURITY AGREEMENT (as it may be amended or modified from time to time, this “Agreement”) is entered into as of March 27, 2012 by and among HAWKER BEECHCRAFT CORPORATION (the “Debtor”), and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH in its capacity as collateral agent for the Secured Parties (as defined in the Credit Agreement) (in such capacity, the “Agent”).
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 25th, 2009 • Hawker Beechcraft Notes Co • Aircraft & parts • New York
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of December 19, 2008 and is entered into by and among HAWKER BEECHCRAFT, INC. (“Holdings”), HAWKER BEECHCRAFT ACQUISITION COMPANY, LLC (the “U.S. Borrower”), and HAWKER BEECHCRAFT LIMITED (the “U.K. Borrower” and, together with the U.S. Borrower, the “Borrowers”), GOLDMAN SACHS CREDIT PARTNERS L.P., as auction manager (the “Auction Manager”), CREDIT SUISSE (“CS”), as administrative agent and collateral agent (the “Agent”), for purposes of Section IV hereof, the GUARANTORS listed on the signature papers hereto, and the LENDERS listed on the signature papers hereto, and is made with reference to that certain CREDIT AGREEMENT dated as of March 26, 2007 (as amended through the date hereof, the “Credit Agreement”) by and among the Borrowers, the Lenders, the Guarantors, the Agent and the other Agents named therein. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the C
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 5th, 2008 • Hawker Beechcraft Notes Co • Aircraft & parts
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is entered into this 9th day of May, 2008, by and between James E. Schuster (the “Executive”) and Hawker Beechcraft Corporation, a Kansas corporation (the “Company”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 5th, 2008 • Hawker Beechcraft Notes Co • Aircraft & parts
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (“Amendment”) is entered into this 9th day of May, 2008, by and between James K. Sanders (the “Executive”) and Hawker Beechcraft Corporation, a Kansas corporation (the “Company”).
AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENTEmployment Agreement • April 2nd, 2012 • Hawker Beechcraft Notes Co • Aircraft & parts • New York
This AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (this “Amendment”) is made as of March 28, 2012, by and between Hawker Beechcraft Corporation, a Kansas corporation (the “Company”) and Worth W. Boisture, Jr. (the “Executive”).
SUPPLEMENT NO. 2 dated as of April 8, 2011 (this “Supplement”), to the U.S. Pledge and Security Agreement (the “Agreement”) dated as of March 26, 2007 by and among HAWKER BEECHCRAFT, INC., a Delaware corporation (“Holdings”), HAWKER BEECHCRAFT...Supplement No • May 5th, 2011 • Hawker Beechcraft Notes Co • Aircraft & parts
