INDENTURE AND SECURITY AGREEMENT ([Reg. No.]) Dated as of ____________ ___, 20__1 between DELTA AIR LINES, INC., and U.S. BANK TRUST NATIONAL ASSOCIATION, as Loan Trustee One Boeing [Model] (Generic Manufacturer and Model BOEING [Generic Model])...Indenture and Security Agreement • February 14th, 2011 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York
This INDENTURE AND SECURITY AGREEMENT ([REG. NO.]), dated as of _______________ ___, 20__2, is made by and between DELTA AIR LINES, INC., a Delaware corporation (together with its successors and permitted assigns, “Company”), and U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, except as expressly stated herein, but solely as Loan Trustee hereunder (together with its permitted successors hereunder, “Loan Trustee”).
ESCROW AND PAYING AGENT AGREEMENT (Class B) Dated as of February 14, 2011 among U.S. BANK NATIONAL ASSOCIATION as Escrow Agent MORGAN STANLEY & CO. INCORPORATED, DEUTSCHE BANK SECURITIES INC., and GOLDMAN, SACHS & CO., as Underwriters U.S. BANK TRUST...Escrow and Paying Agent Agreement • February 14th, 2011 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York
This ESCROW AND PAYING AGENT AGREEMENT (Class B), dated as of February 14, 2011 (as amended, modified or supplemented from time to time, this “Agreement”), is made by and among U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Escrow Agent (in such capacity, together with its successors in such capacity, the “Escrow Agent”); MORGAN STANLEY & CO. INCORPORATED, DEUTSCHE BANK SECURITIES INC. and GOLDMAN, SACHS & CO., as underwriters of the Certificates referred to below (the “Underwriters” and together with their respective transferees and assigns as registered owners of the Certificates, the “Investors”) under the Underwriting Agreement referred to below; U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, not in its individual capacity except as otherwise expressly provided herein, but solely as trustee (in such capacity, together with its successors in such capacity, the “Pass Through Trustee”) under the Pass Through Trust Agreement referred to below;
PARTICIPATION AGREEMENT ([Reg. No.]) Dated as of __________, 20__1 among DELTA AIR LINES, INC., U.S. BANK TRUST NATIONAL ASSOCIATION, as Pass Through Trustee under each of the Pass Through Trust Agreements, U.S. BANK TRUST NATIONAL ASSOCIATION, as...Participation Agreement • February 14th, 2011 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York
This PARTICIPATION AGREEMENT ([REG. NO.]), dated as of __________, 20__2, is made by and among DELTA AIR LINES, INC., a Delaware corporation (together with its successors and permitted assigns, “Company”), U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association (in its individual capacity, together with its successors and permitted assigns, “U.S. Bank”), not in its individual capacity except as otherwise expressly provided in any of the Operative Documents or the Pass Through Documents, but solely as Pass Through Trustee under each of the Pass Through Trust Agreements (such term and other capitalized terms used herein without definition being defined as provided in Section 1.01), U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, as subordination agent and trustee (in such capacity, together with any successor trustee in such capacity, “Subordination Agent”) under the Intercreditor Agreement, and U.S. BANK TRUST NATIONAL ASSOCIATION, as loan trustee (in
Amendment No. 1 to INTERCREDITOR AGREEMENT Dated as of February 14, 2011 among DELTA AIR LINES, INC., NATIXIS S.A., ACTING VIA ITS NEW YORK BRANCH as Class A Liquidity Provider and Class B Liquidity Provider, andIntercreditor Agreement • February 14th, 2011 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York
This AMENDMENT NO. 1 TO INTERCREDITOR AGREEMENT (this “Amendment”), dated as of February 14, 2011, is made by and among DELTA AIR LINES, INC., a Delaware corporation (together with its successors and permitted assigns, “Delta”), U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association (in its individual capacity, together with its successors and permitted assigns, “U.S. Bank”), not in its individual capacity, except as expressly set forth herein, but solely as Class A Trustee and Class B Trustee (such term and other capitalized terms used herein without definition being defined as provided in Article I of the Intercreditor Agreement, as amended by Section 1.01 hereof); NATIXIS S.A., a société anonyme organized under the laws of France, acting via its New York Branch (“Natixis”), as Class A Liquidity Provider and Class B Liquidity Provider; and U.S. BANK TRUST NATIONAL ASSOCIATION, not in its individual capacity except as expressly set forth herein, but solely as Subordinati
ContractDelta Air Lines Inc /De/ • February 14th, 2011 • Air transportation, scheduled
THIS EQUIPMENT NOTE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. ACCORDINGLY, THIS EQUIPMENT NOTE MAY NOT BE OFFERED FOR SALE OR SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE OR OTHER LAWS OR EXEMPTIONS FROM SUCH REGISTRATION REQUIREMENTS ARE AVAILABLE. IN ADDITION, THIS EQUIPMENT NOTE IS SUBJECT TO RESTRICTIONS ON TRANSFER PURSUANT TO THE PARTICIPATION AGREEMENT REFERRED TO HEREIN.
DEPOSIT AGREEMENT (Class B)Deposit Agreement • February 14th, 2011 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York
This DEPOSIT AGREEMENT (Class B), dated as of February 14, 2011 (as amended, modified or supplemented from time to time, this “Agreement”), is made by and between U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Escrow Agent under the Escrow and Paying Agent Agreement referred to below (in such capacity, together with its successors in such capacity, the “Escrow Agent”), and THE BANK OF NEW YORK MELLON, a New York banking corporation, as depositary bank (the “Depositary”).
REVOLVING CREDIT AGREEMENT (2010-2B) Dated as of February 14, 2011 between U.S. BANK TRUST NATIONAL ASSOCIATION, as Subordination Agent, as agent and trustee for the trustee of Delta Air Lines Pass Through Trust 2010-2B, as Borrower and NATIXIS S.A.,...Intercreditor Agreement • February 14th, 2011 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York
SCHEDULE IDelta Air Lines Inc /De/ • February 14th, 2011 • Air transportation, scheduled
The following documents (hereinafter collectively referred to as the “N308DE Documents”) have been provided in this filing: (a) First Amendment to Participation Agreement (N308DE), dated as of February 14, 2011, among Delta Air Lines, Inc., U.S. Bank Trust National Association, as Pass Through Trustee under the Pass Through Trust Agreements, U.S. Bank Trust National Association, as Subordination Agent, U.S. Bank Trust National Association, as Loan Trustee, and U.S. Bank Trust National Association, in its individual capacity as set forth therein (filed as Exhibit 4.12), (b) First Amendment to Indenture and Security Agreement (N308DE), dated as of February 14, 2011, between Delta Air Lines, Inc., and U.S. Bank Trust National Association, as Loan Trustee (filed as Exhibit 4.13) and (c) Series 2010-2B (N308DE) Equipment Note No. 1, dated February 14, 2011 (filed as Exhibit 4.14).
FIRST AMENDMENT TO INDENTURE AND SECURITY AGREEMENT (N308DE) Dated as of February 14, 2011 between DELTA AIR LINES, INC. and U.S. BANK TRUST NATIONAL ASSOCIATION, as Loan TrusteeIndenture and Security Agreement • February 14th, 2011 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York
The principal amount of each Series B Equipment Note will be payable in a single payment on the Maturity Date for the Series B Equipment Notes set forth on the first page of this Schedule I.
TRUST SUPPLEMENT NO. 2010-2B Dated as of February 14, 2011 between DELTA AIR LINES, INC. and as Trustee, To PASS THROUGH TRUST AGREEMENT Dated as of November 16, 2000 Delta Air Lines Pass Through Trust 2010-2B Delta Air Lines Pass Through...Through Trust Agreement • February 14th, 2011 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York
This TRUST SUPPLEMENT NO. 2010-2B, dated as of February 14, 2011 (as amended from time to time, the “Trust Supplement”), between DELTA AIR LINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the “Company” or “Delta”), and U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, as successor trustee (together with any successor in interest and any successor or other trustee appointed as provided in the Basic Agreement, the “Trustee”) under the Pass Through Trust Agreement, dated as of November 16, 2000, between the Company and U.S. Bank Trust National Association, as successor in interest to State Street Bank and Trust Company of Connecticut, National Association (the “Basic Agreement”).
AMENDED AND RESTATED NOTE PURCHASE AGREEMENT Dated as of February 14, 2011 among DELTA AIR LINES, INC., andParticipation Agreement • February 14th, 2011 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York
This AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (this “Note Purchase Agreement” or this “Amended and Restated Note Purchase Agreement”), dated as of February 14, 2011, is made by and among (i) DELTA AIR LINES, INC., a Delaware corporation (together with its successors and permitted assigns, the “Company”), (ii) U.S. BANK TRUST NATIONAL ASSOCIATION (“U.S. Bank”), a national banking association, not in its individual capacity except as otherwise expressly provided herein, but solely as trustee (in such capacity, together with any successor in interest and any successor or other trustee appointed as provided in the applicable Pass Through Trust Agreement (as defined below), the “Pass Through Trustee”) under each of two separate Pass Through Trust Agreements (as defined below), (iii) U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, as subordination agent and trustee (in such capacity together with its successors in such capacity, the “Subordination Agent”) under the
FIRST AMENDMENT TO PARTICIPATION AGREEMENT (N308DE) Dated as of February 14, 2011 among DELTA AIR LINES, INC., U.S. BANK TRUST NATIONAL ASSOCIATION, as Pass Through Trustee under each of the Pass Through Trust Agreements, U.S. BANK TRUST NATIONAL...Participation Agreement • February 14th, 2011 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York
This FIRST AMENDMENT TO PARTICIPATION AGREEMENT (N308DE), dated as of February 14, 2011 (this “Amendment”), is made by and among DELTA AIR LINES, INC., a Delaware corporation (together with its successors and permitted assigns, “Company”), U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association (in its individual capacity, together with its successors and permitted assigns, “U.S. Bank”), not in its individual capacity except as otherwise expressly provided in any of the Operative Documents or the Pass Through Documents, but solely as Pass Through Trustee under each of the Pass Through Trust Agreements (such term and other capitalized terms used herein without definition being defined as provided in Section 1.01), U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, as subordination agent and trustee (in such capacity, together with any successor trustee in such capacity, “Subordination Agent”) under the Intercreditor Agreement, and U.S. BANK TRUST NATIONAL
DELTA AIR LINES, INC. Pass Through Certificates, Series 2010-2B UNDERWRITING AGREEMENTUnderwriting Agreement • February 14th, 2011 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York
Delta Air Lines, Inc., a Delaware corporation (the “Company”), proposes that U.S. Bank Trust National Association (“U.S. Bank Trust”) (as successor in interest to State Street Bank and Trust Company of Connecticut, National Association), acting not in its individual capacity but solely as pass through trustee (the “Trustee”) under the Pass Through Trust Agreement, dated as of November 16, 2000 (the “Basic Agreement”), and supplemented by the Trust Supplement (as defined below), as amended, between the Company and the Trustee, issue and sell to the Underwriters named in Schedule I hereto (each, an “Underwriter” and together, the “Underwriters”), for which you are acting as representatives, Delta Air Lines Pass Through Certificates, Series 2010-2B (the “Certificates”), in the aggregate amount and with the interest rate and final expected distribution date set forth in Schedule II hereto on the terms and conditions stated herein.
