AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 29, 2001, amongCredit Agreement • August 15th, 2001 • Airborne Inc /De/ • Air courier services • Georgia
THIRD SUPPLEMENTAL INDENTUREAirborne Inc /De/ • August 15th, 2001 • Air courier services
THIRD SUPPLEMENTAL INDENTURE, effective as of June 29, 2001, among AIRBORNE EXPRESS, INC., (formerly Airborne Freight Corporation), a corporation duly organized and existing under the laws of the State of Delaware (herein called the "Company"), having its principal office at 3101 Western Avenue, Seattle, Washington 98111, ABX AIR, INC., a corporation duly organized and existing under the laws of the State of Delaware (herein called "ABX"), having its principal office at 145 Hunter Drive, Wilmington, Ohio 45177, SKY COURIER, INC. (formerly Airborne Forwarding Corporation), a corporation duly organized under the laws of the State of Delaware (herein called "Sky Courier"), having its principal office at 1851 Alexander Bell Drive, Reston, Virginia 22091, WILMINGTON AIR PARK, INC., a corporation duly organized and existing under the laws of the State of Ohio (herein called "Wilmington Air Park"), having its principal office at 145 Hunter Drive, Wilmington, Ohio 45177, AIRBORNE FTZ, INC., a
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • August 15th, 2001 • Airborne Inc /De/ • Air courier services • Georgia
THIS TRADEMARK SECURITY AGREEMENT (as amended, modified, or supplemented from time to time, this "Agreement"), made effective June 29, 2001, by and between AIRBORNE EXPRESS, INC., a Delaware corporation, having a place of business at 3101 Western Avenue, Seattle, Washington 98121 (the "Debtor"), and WACHOVIA BANK, N.A., a national banking association (the "Collateral Agent"), having offices located at 191 Peachtree Street, Atlanta, GA 30303.
AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • August 15th, 2001 • Airborne Inc /De/ • Air courier services • New York
and amends and restates in its entirety that certain Receivables Purchase Agreement dated as of December 28, 2000 by and among Seller, Servicer, Blue Ridge and the Administrative Agent. Unless defined elsewhere herein, capitalized terms used in this Agreement shall have the meanings assigned to such terms in Exhibit I.
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • August 15th, 2001 • Airborne Inc /De/ • Air courier services • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of September 15, 1995, among AIRBORNE FREIGHT CORPORATION, a corporation duly organized and existing under the laws of the State of Delaware (herein called the "Company"), having its principal office at 3101 Western Avenue, Seattle, Washington 98111, ABX AIR, INC., a corporation duly organized and existing under the laws of the State of Delaware (herein called "ABX"), having its principal office at 145 Hunter Drive, Wilmington, Ohio 45177, AIRBORNE FORWARDING CORPORATION, a corporation duly organized under the laws of the State of Delaware (herein called "Airborne Forwarding"), having its principal office at 3101 Western Avenue, Seattle, Washington 98111, WILMINGTON AIR PARK, INC., a corporation duly organized and existing under the laws of the State of Ohio (herein called "Wilmington Air Park"), having its principal office at 145 Hunter Drive, Wilmington, Ohio 45177, AIRBORNE FTZ, INC., a corporation duly organized under the laws of the State of
Aircraft Chattel Mortgage, Security Agreement, and Assignment of RentsAirborne Inc /De/ • August 15th, 2001 • Air courier services • Georgia
AIRCRAFT CHATTEL MORTGAGE, SECURITY AGREEMENT, AND ASSIGNMENT OF RENTS, dated as of June 29, 2001 (as amended, modified, or supplemented from time to time, including, without limitation, by the execution and delivery of Supplements (as defined herein), this "Agreement"), by ABX AIR, INC., a Delaware corporation (together with its successors and assigns, the "Debtor"), and WACHOVIA BANK, N.A., a national banking association, as collateral agent (herein, together with its successors and assigns in such capacity, the "Collateral Agent"), on behalf of the Secured Creditors (as defined below):
SECURITY AGREEMENTSecurity Agreement • August 15th, 2001 • Airborne Inc /De/ • Air courier services • Georgia
THIS SECURITY AGREEMENT, dated as of June 29, 2001 (as amended, modified, or supplemented from time to time, "this Agreement"), among each of the undersigned (each, together with its successors and assigns, and together with any other Person which may become party to this Agreement as an Assignor as provided for below, an "Assignor" and, collectively, the "Assignors") and WACHOVIA BANK, N.A., a national banking association, as collateral agent (herein, together with its successors and assigns in such capacity, the "Collateral Agent"), for the benefit of the Secured Creditors (as defined below):
OPEN-END MORTGAGE, ASSIGNMENT OF LEASES AND RENTS AND FIXTURE FILING Maximum Principal Amount Not to Exceed $ 475,000,000Airborne Inc /De/ • August 15th, 2001 • Air courier services • Ohio
THIS OPEN-END MORTGAGE, ASSIGNMENT OF LEASES AND RENTS AND FIXTURE FILING (as the same may from time to time be amended, restated or otherwise modified, this "Agreement") is made as of the 29th day of June, 2001, by ABX AIR, INC., a corporation organized under the laws of Delaware ("ABX"), having its principal place of business at 145 Hunter Drive Wilmington, Ohio 45177, WILMINGTON AIR PARK, INC., a corporation organized under the laws of Ohio ("Air Park"), having its principal place of business at 145 Hunter Drive Wilmington, Ohio 45177, AVIATION FUEL INC., a corporation organized under the laws of Ohio ("Aviation Fuel"), having its principal place of business at 145 Hunter Drive Wilmington, Ohio 45177 (individually, a "Mortgagor," and, collectively, "Mortgagor"), in favor of WACHOVIA BANK, N.A., a national banking association, as collateral agent (herein, together with its successors and assigns in such capacity, the "Collateral Agent"), for the equal and ratable benefit of the Secur
STOCK PLEDGE AGREEMENTStock Pledge Agreement • August 15th, 2001 • Airborne Inc /De/ • Air courier services • Georgia
THIS STOCK PLEDGE AGREEMENT (as amended, modified, or supplemented from time to time, this "Agreement"), made effective June 29, 2001, by and between AIRBORNE, INC., a Delaware corporation, having a place of business at 3101 Western Avenue, Seattle, Washington 98121 (the "Grantor"), and WACHOVIA BANK, N.A., a national banking association in its capacity as Collateral Agent for the Lenders (as defined below) (the "Collateral Agent"), having offices located at 191 Peachtree Street, Atlanta, GA 30303.
