Phi Inc Sample Contracts

AMONG
Loan Agreement • March 16th, 1998 • Petroleum Helicopters Inc • Air transportation, nonscheduled • Texas
Dated as of December 31, 1997 ASSET PURCHASE AGREEMENT BETWEEN SAMARITAN HEALTH SYSTEM AND AIR EVAC SERVICES, INC.
Asset Purchase Agreement • March 16th, 1998 • Petroleum Helicopters Inc • Air transportation, nonscheduled • Louisiana
SIXTH AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT
Loan Agreement • April 2nd, 2001 • Petroleum Helicopters Inc • Air transportation, nonscheduled • Texas
LOAN AGREEMENT
Security Agreement • August 14th, 2001 • Petroleum Helicopters Inc • Air transportation, nonscheduled • Texas
4,287,920 Shares Non-Voting Common Stock ($0.10 Par Value) UNDERWRITING AGREEMENT April 6, 2006
Underwriting Agreement • April 7th, 2006 • Phi Inc • Air transportation, nonscheduled • New York

PHI, Inc., a Louisiana corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom you are acting as representative, an aggregate of 4,287,920 shares (the “Firm Shares”) of non-voting common stock, $0.10 par value per share (the “Common Stock”), of the Company. In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional 643,188 shares of Common Stock (the “Additional Shares”). The Firm Shares and the Additional Shares are hereinafter collectively sometimes referred to as the “Shares.” The Shares are described in the Prospectus which is referred to below.

PHI, INC., as Issuer THE GUARANTORS PARTY HERETO and U.S. BANK NATIONAL ASSOCIATION as Trustee Indenture Dated as of March 17, 2014 5.25% Senior Notes due 2019
Indenture • March 17th, 2014 • Phi Inc • Air transportation, nonscheduled • New York

INDENTURE dated as of March 17, 2014 among PHI, INC., a Louisiana corporation (the “Company”), the Guarantors signatory hereto (the “Guarantors”) and U.S. Bank National Association, a national banking association duly organized and existing under the laws of the United States, as trustee (the “Trustee”).

REGISTRATION RIGHTS AGREEMENT Dated as of March 17, 2014 By and Among PHI, INC., as Issuer, the GUARANTORS Named Herein, and UBS SECURITIES LLC, as Initial Purchaser
Registration Rights Agreement • March 17th, 2014 • Phi Inc • Air transportation, nonscheduled • New York

This Registration Rights Agreement (this “Agreement”) is dated as of March 17, 2014, by and among PHI, Inc., a Louisiana corporation (the “Company”), and each of the Guarantors (as defined herein) (the Company and the Guarantors are referred to collectively herein as the “Issuers”), on the one hand, and UBS Securities LLC (the “Initial Purchaser”), on the other hand.

FOURTH AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT
Loan Agreement • August 11th, 2000 • Petroleum Helicopters Inc • Air transportation, nonscheduled • Texas
EXHIBIT 10.24 ARTICLES OF AGREEMENT
Articles of Agreement • August 14th, 2001 • Petroleum Helicopters Inc • Air transportation, nonscheduled
4,250,000 Shares Non-Voting Common Stock ($0.10 Par Value) UNDERWRITING AGREEMENT June 9, 2005
Underwriting Agreement • June 9th, 2005 • Petroleum Helicopters Inc • Air transportation, nonscheduled • New York

UBS Securities LLC Lehman Brothers Inc. Howard Weil Incorporated Simmons & Company International As Representatives of the several Underwriters

PHI, INC., as Issuer THE GUARANTORS PARTY HERETO and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Indenture Dated as of September 23, 2010 8.625% Senior Notes due 2018
Indenture • September 23rd, 2010 • Phi Inc • Air transportation, nonscheduled • New York

INDENTURE dated as of September 23, 2010 among PHI, INC., a Louisiana corporation (the “Company”), the Guarantors signatory hereto (the “Guarantors”) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association duly organized and existing under the laws of the United States, as trustee (the “Trustee”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 14th, 2006 • Phi Inc • Air transportation, nonscheduled • New York

This Registration Rights Agreement (this “Agreement”) is dated as of April 12, 2006, by and among PHI, INC., a Louisiana corporation (the “Company”), and each of the Guarantors (as defined herein) (the Company and the Guarantors are referred to collectively herein as the “Issuers”), on the one hand, and UBS SECURITIES LLC (the “Initial Purchaser”), on the other hand.

TERM LOAN CREDIT AGREEMENT dated as of September 4, 2019, among PHI Group, Inc., as Borrower The GUARANTORS Party Hereto The LENDERS Party Hereto and Credit Suisse AG, Cayman Islands Branch, as Administrative Agent and Collateral Agent Credit Suisse...
Term Loan Credit Agreement • September 5th, 2019 • PHI Group, Inc./De • Air transportation, nonscheduled • New York

TERM LOAN CREDIT AGREEMENT (this “Agreement”) dated as of September 4, 2019, among PHI GROUP, INC., a Delaware corporation (the “Borrower”), the Guarantors party hereto, the Lenders party hereto, and CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as Administrative Agent and Collateral Agent.

Form of] INDEMNIFICATION AGREEMENT (with directors)
Indemnification Agreement • November 6th, 2015 • Phi Inc • Air transportation, nonscheduled • Louisiana

This Indemnification Agreement (the “Agreement”) is made as of the 5th day of November, 2015 (the “Effective Date”), by and between PHI, Inc., a Louisiana corporation (the “Corporation”), and (“Indemnitee”).

AMENDED AND RESTATED LOAN AGREEMENT ORIGINALLY DATED AS OF JANUARY 31, 1986 AMENDED AND RESTATED IN ITS ENTIRETY AS OF MARCH 31, 1997
Loan Agreement • July 28th, 1997 • Petroleum Helicopters Inc • Air transportation, nonscheduled • Texas
PHI, INC., as Issuer THE GUARANTORS PARTY HERETO and THE BANK OF NEW YORK TRUST COMPANY, N.A., as Trustee Indenture Dated as of April 12, 2006 7.125% Senior Notes due 2013
Indenture • April 14th, 2006 • Phi Inc • Air transportation, nonscheduled • New York

INDENTURE dated as of April 12, 2006 among PHI, INC., a Louisiana corporation (the “Company”), the Guarantors signatory hereto (the “Guarantors”) and THE BANK OF NEW YORK TRUST COMPANY, N.A., a national banking association duly organized and existing under the laws of the United States, as trustee (the “Trustee”).

CONSULTANT AGREEMENT
Consultant Agreement • February 27th, 2017 • Phi Inc • Air transportation, nonscheduled • Louisiana

THIS CONSULTANT AGREEMENT (the “Agreement”) is made and entered into by and between PHI, Inc., a Louisiana corporation, with offices at 2001 S.E. Evangeline Thruway, Lafayette, Louisiana 70508 (the “Company”) and Richard A. Rovinelli, an individual having an address at 1510 FM 350 North, Livingston, TX 77351, (the “Consultant”), to be effective the weekday date immediately following his retirement from PHI (the “Effective Date”).

LOAN AGREEMENT dated as of March 13, 2019 among
Loan Agreement • March 15th, 2019 • Phi Inc • Air transportation, nonscheduled • New York

LOAN AGREEMENT dated as of March 13, 2019 among PHI, INC., a Louisiana corporation (the “Borrower”), the Subsidiaries of the Borrower that are Guarantors or become Guarantors hereunder pursuant to Section 8.10 hereof, the Lenders from time to time party hereto, and Blue Torch Finance LLC, a Delaware limited liability company, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, the “Administrative Agent”) and as collateral agent for the Secured Parties (in such capacity, together with its successors and assigns in such capacity, the “Collateral Agent”).

CREDITOR WARRANT AGREEMENT Between PHI GROUP, INC., AS ISSUER, And AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, AS WARRANT AGENT September 4, 2019
Creditor Warrant Agreement • September 5th, 2019 • PHI Group, Inc./De • Air transportation, nonscheduled • New York

This CREDITOR WARRANT AGREEMENT (this “Agreement”) is dated as of September 4, 2019, between PHI Group, Inc., a Delaware corporation, as issuer (the “Company”), and American Stock Transfer & Trust Company, LLC (the “Warrant Agent”).

PURCHASE AGREEMENT PHI, INC. $500,000,000 5.25% Senior Notes due 2019
Purchase Agreement • March 6th, 2014 • Phi Inc • Air transportation, nonscheduled • New York
RECITALS:
Loan Agreement and Limited Waiver • March 27th, 2002 • Petroleum Helicopters Inc • Air transportation, nonscheduled • Texas
THIRD AMENDMENT TO LOAN AGREEMENT
Loan Agreement • April 14th, 2006 • Phi Inc • Air transportation, nonscheduled • Louisiana

This THIRD AMENDMENT TO LOAN AGREEMENT (this “Amendment”), entered into as of March 21, 2006 and effective upon the Amendment Effective Date (as defined below), is entered into by and among PHI, Inc. (formerly Petroleum Helicopters, Inc.), a Louisiana corporation (the “Borrower”), Air Evac Services, Inc. (“Air Evac”), PHI Tech Services, Inc. (formerly Evangeline Airmotive, Inc.) (“PHI Tech Services”) and International Helicopter Transport, Inc. (“IHT”, together with Air Evac and PHI Tech Services, the “Subsidiary Guarantors”) and Whitney National Bank (the “Bank”).

SECURITY AGREEMENT
Security Agreement • September 28th, 2018 • Phi Inc • Air transportation, nonscheduled • Louisiana

This Security Agreement (this “Security Agreement”), dated and effective as of September 28, 2018 (the “Effective Date”), is made by PHI, Inc., a Louisiana corporation, PHI Air Medical, L.L.C., a Louisiana limited liability company, and PHI Tech Services, Inc., a Louisiana corporation (individually and collectively, “Grantor”) in favor of Thirty Two, L.L.C., a Nevada limited liability company (“Secured Party”).

Form of PHI, INC. RESTRICTED STOCK UNIT AGREEMENT under the AMENDED AND RESTATED PETROLEUM HELICOPTERS, INC. 1995 INCENTIVE COMPENSATION PLAN
Phi Inc • November 8th, 2010 • Air transportation, nonscheduled • Louisiana

This document (referred to below as the “Agreement” or the “Award Agreement”) spells out the terms and conditions of the Restricted Stock Units provided by PHI, Inc., a Louisiana corporation (the “Company”), to the individual employee designated above (the “Employee”) pursuant to the Amended and Restated Petroleum Helicopters, Inc. 1995 Incentive Compensation Plan (the “Plan”) on and as of the Award Date designated above. Except as otherwise defined herein, capitalized terms used in this Agreement have the respective meanings set forth in the Plan.

Form of PHI, INC. RESTRICTED STOCK UNIT AGREEMENT under the AMENDED AND RESTATED PETROLEUM HELICOPTERS, INC. 1995 INCENTIVE COMPENSATION PLAN
Phi Inc • November 8th, 2010 • Air transportation, nonscheduled • Louisiana

This document (referred to below as the “Agreement” or the “Award Agreement”) spells out the terms and conditions of the Restricted Stock Units provided by PHI, Inc., a Louisiana corporation (the “Company”), to the individual employee designated above (the “Employee”) pursuant to the Amended and Restated Petroleum Helicopters, Inc. 1995 Incentive Compensation Plan (the “Plan”) on and as of the Award Date designated above. Except as otherwise defined herein, capitalized terms used in this Agreement have the respective meanings set forth in the Plan.

FIFTH AMENDMENT TO LOAN AGREEMENT DATED AS OF APRIL 23, 2002 AS AMENDED JUNE 18, 2004 (THE “FIRST AMENDMENT”), SEPTEMBER 30, 2005 (THE “SECOND AMENDMENT”), MARCH 21, 2006 (THE “THIRD AMENDMENT”) AND SEPTEMBER 30, 2006 (THE “FOURTH AMENDMENT”) (AS...
Loan Agreement • November 8th, 2007 • Phi Inc • Air transportation, nonscheduled

WHEREAS, use of the credit facility provided for in the Loan Agreement has been made and therefore PHI desires to extend the credit facility.

SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT DATED AS OF MARCH 31, 2008
Loan Agreement • November 8th, 2010 • Phi Inc • Air transportation, nonscheduled • Louisiana

This Second Amendment to Amended and Restated Loan Agreement is entered into as of September 13, 2010 but effective as of September 1, 2010 (“this Amendment”) and is by and among PHI, Inc., formerly named Petroleum Helicopters, Inc. (“PHI” or “Borrower”), Air Evac Services, Inc., PHI Tech Services, Inc., formerly named Evangeline Airmotive, Inc., International Helicopter Transport, Inc., (individually, collectively and interchangeably, the “Subsidiary Guarantors”), and Whitney National Bank (“Bank”).

FIRST AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT DATED AS OF MARCH 31, 2008
Loan Agreement • August 10th, 2009 • Phi Inc • Air transportation, nonscheduled

This First Amendment to Amended and Restated Loan Agreement dated and effective as of August 5, 2009 (“First Amendment”) is by and among PHI, Inc., formerly named Petroleum Helicopters, Inc. (“PHI”), Air Evac Services, Inc., PHI Tech Services, Inc., formerly named Evangeline Airmotive, Inc., International Helicopter Transport, Inc., (individually, collectively and interchangeably, the “Subsidiary Guarantors”), and Whitney National Bank (“Bank”).

SECOND AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT
Loan Agreement • November 7th, 2014 • Phi Inc • Air transportation, nonscheduled

This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED LOAN AGREEMENT (the “Second Amendment”), is dated and effective as of September 26, 2014 (the “Effective Date”), and is by and among Whitney Bank, a Mississippi state chartered bank, (the surviving bank after a consolidation of Whitney Bank, a Louisiana state chartered bank and Hancock Bank, a Mississippi state chartered bank, who changed its name to Whitney Bank, hereinafter “Bank”), PHI, Inc., formerly named Petroleum Helicopters, Inc. (hereinafter referred to as “PHI”), PHI Air Medical, L.L.C., successor to Air Evac Services, Inc., PHI Tech Services, Inc., formerly named Evangeline Airmotive, Inc., and International Helicopter Transport, Inc., (individually, collectively and interchangeably, the “Subsidiary Guarantors”).