0001047469-03-034543 Sample Contracts

FIRST AMENDMENT TO TRUST INDENTURE AND SECURITY AGREEMENT [NW ]
Trust Agreement • October 28th, 2003 • Northwest Airlines Inc /Mn • Air transportation, scheduled
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FIRST AMENDMENT TO TRUST INDENTURE AND SECURITY AGREEMENT [NW ]
Trust Agreement • October 28th, 2003 • Northwest Airlines Inc /Mn • Air transportation, scheduled

This FIRST AMENDMENT TO TRUST INDENTURE AND SECURITY AGREEMENT [NW ], dated as of [ ], 2003, by and between U.S. BANK NATIONAL ASSOCIATION (as successor in interest to State Street Bank and Trust Company), not in its individual capacity, except as expressly stated herein, but solely as Indenture Trustee (in such capacity, the “Indenture Trustee”), and NORTHWEST AIRLINES, INC., a Minnesota corporation (the “Owner”), to that certain Trust Indenture and Security Agreement [NW ] dated as of [ , 200 ], by and between State Street Bank and Trust Company, as indenture trustee, and the Owner, as supplemented by Trust Indenture Supplement No. 1 [NW ] (“Trust Indenture Supplement No. 1”) between the Owner and State Street Bank and Trust Company, as indenture trustee, dated [ , 200 ] (such Trust Indenture and Security Agreement [NW ], as supplemented by Trust Indenture Supplement [NW ] No. 1, herein called the “Trust Indenture”) (the “Amendment”);

FIRST AMENDMENT TO TRUST INDENTURE AND SECURITY AGREEMENT [NW ]
Trust Indenture and Security Agreement • October 28th, 2003 • Northwest Airlines Inc /Mn • Air transportation, scheduled

Debt Rate for Series D Secured Certificates: With respect to (i) the first Interest Period [ ]% per annum, and (ii) any subsequent Interest Period, LIBOR for such Interest Period as determined pursuant to the Reference Agency Agreement plus a margin of [ ]% per annum; provided that, in any event the Debt Rate for Series D Secured Certificates shall not exceed [ ]% per annum.

FIRST AMENDMENT TO TRUST INDENTURE AND SECURITY AGREEMENT [NW ]
Trust Agreement • October 28th, 2003 • Northwest Airlines Inc /Mn • Air transportation, scheduled

This FIRST AMENDMENT TO TRUST INDENTURE AND SECURITY AGREEMENT [NW ], dated as of [ ], 2003, by and between U.S. BANK NATIONAL ASSOCIATION (as successor in interest to State Street Bank and Trust Company), not in its individual capacity, except as expressly stated herein, but solely as Indenture Trustee (in such capacity, the “Indenture Trustee”), and NORTHWEST AIRLINES, INC., a Minnesota corporation (the “Owner”), to that certain Trust Indenture and Security Agreement [NW ] dated as of [ , 200 ], by and between State Street Bank and Trust Company, as indenture trustee, and the Owner, as supplemented by Trust Indenture Supplement No. 1 [NW ] (“Trust Indenture Supplement No. 1”) between the Owner and State Street Bank and Trust Company, as indenture trustee, dated [ , 200 ] (such Trust Indenture and Security Agreement [NW ], as supplemented by Trust Indenture Supplement [NW ] No. 1, herein called the “Trust Indenture”) (the “Amendment”);

DEALER MANAGER AGREEMENT
Dealer Manager Agreement • October 28th, 2003 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York

Morgan Stanley & Co. Incorporated Citigroup Global Markets Inc. J.P. Morgan Securities Inc. Credit Suisse First Boston LLC Deutsche Bank Securities Inc.

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