] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.Helicopter Sales Agreement • December 13th, 2013 • CHC Helicopter S.A. • Air transportation, nonscheduled • Connecticut
THIS S-92 NEW HELICOPTER SALES AGREEMENT, (the “Agreement”) dated as of the Acceptance Date stated below, is made by and between Sikorsky International Operations, Inc. (“Sikorsky”) and the Customer named below.
TERMINATION AGREEMENT AND RELEASE (“AGREEMENT”)Termination Agreement and Release • September 14th, 2012 • CHC Helicopter S.A. • Air transportation, nonscheduled • British Columbia
This Agreement is made and entered into by and between John Graber (the “Executive”) and Heli-One American Support LLC. (the “Company”). For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:
REGISTRATION RIGHTS AGREEMENT REGISTERED EXCHANGE OFFER CHC HELICOPTER S.A.Registration Rights Agreement • October 9th, 2012 • CHC Helicopter S.A. • Air transportation, nonscheduled • New York
Each broker-dealer that receives New Securities for its own account pursuant to the Exchange Offer must acknowledge that it shall deliver a prospectus in connection with any resale of such New Securities. The Letter of Transmittal states that by so acknowledging and by delivering a Prospectus, a broker-dealer shall not be deemed to admit that it is an “underwriter” within the meaning of the Act. This prospectus, as it may be amended or supplemented from time to time, may be used by a broker-dealer in connection with resales of New Securities received in exchange for Securities where such Securities were acquired by such broker-dealer as a result of market-making activities or other trading activities. The Issuers have agreed that, for a period of 180 days after consummation of the Registered Exchange Offer, they shall make this Prospectus available to any broker-dealer for use in connection with any such resale. See “Plan of Distribution.”
REGISTRATION RIGHTS AGREEMENT REGISTERED EXCHANGE OFFER CHC HELICOPTER S.A.Registration Rights Agreement • May 14th, 2013 • CHC Helicopter S.A. • Air transportation, nonscheduled • New York
CHC Helicopter S.A., a public limited liability company (société anonyme) organized under the laws of Luxembourg (the “Company”) whose registered office is located at 13-15 Avenue de la Liberté, L-1931 Luxembourg and registered with the Luxembourg Register of Commerce and Companies (R.C.S. Luxembourg) under number B 139673, proposes to issue and sell to certain purchasers (the “Initial Purchasers”), for whom Morgan Stanley & Co. LLC, HSBC Securities (USA) Inc., RBC Capital Markets, LLC and UBS Securities LLC (collectively, the “Representatives”) are acting as representatives, $300,000,000 aggregate principal amount of its 9.375% Senior Notes due 2021 (the “Notes”) upon the terms set forth in the Purchase Agreement among the Company, the guarantors named therein and the Representatives, on behalf of the Initial Purchasers, dated May 8, 2013 (the “Purchase Agreement”), relating to the initial placement (the “Initial Placement”) of the Notes. As of the date hereof, the obligations of the
EMPLOYMENT AGREEMENTEmployment Agreement • July 11th, 2012 • CHC Helicopter S.A. • Air transportation, nonscheduled • British Columbia
WHEREAS Employer wishes to employ the Executive in the position of Senior Vice President, for the CHC Helicopter group of companies which shall include CHC Helicopter S.A. and its direct and indirect subsidiaries, and associated companies (together, “CHC”) and as President, for CHC’s Helicopter Services division (“HS”).
