AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • Georgia
This Amended and Restated Employment Agreement (“Agreement”) is made effective as of January 1, 2009 (the “Effective Date”) by and between Global Aero Logistics Inc., a Delaware corporation (the “Company”), and Robert R. Binns (“Executive”).
INDENTURE Dated as of August 13, 2009 Among GLOBAL AVIATION HOLDINGS INC. NORTH AMERICAN AIRLINES, INC. WORLD AIRWAYS, INC., as Issuers, THE GUARANTORS NAMED HEREIN, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee and WELLS FARGO BANK, NATIONAL...Indenture • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • New York
INDENTURE, dated as of August 13, 2009, among Global Aviation Holdings Inc., a Delaware corporation (“Parent”), its indirect wholly-owned subsidiaries, North American Airlines, Inc., a Delaware corporation (“North American”), and World Airways, Inc., a Delaware corporation (“World Airways” and, together with North American and Parent, collectively the “Issuers” and each an “Issuer”), the Guarantors (as defined herein) listed on the signature pages hereto and Wells Fargo Bank, National Association, a national banking association, as trustee (in such capacity, the “Trustee”) and as collateral agent (in such capacity, the “Collateral Agent”).
NONQUALIFIED STOCK OPTION AWARD PURSUANT TO THE GLOBAL AVIATION HOLDINGS, INC.Nonqualified Stock Option Award • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • Delaware
THIS NONQUALIFIED STOCK OPTION AWARD (the “Award”) is made as of the Grant Date by and between GLOBAL AVIATION HOLDINGS, INC. (the “Company”), a company organized under the laws of the State of Delaware; and (the “Participant”).
FIRST-LIEN SECURITY AGREEMENT made by GLOBAL AVIATION HOLDINGS INC., NORTH AMERICAN AIRLINES, INC., WORLD AIRWAYS, INC. and THE OTHER GRANTORS IDENTIFIED HEREIN in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, as Collateral Agent Dated as of August...First-Lien Security Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • New York
FIRST-LIEN SECURITY AGREEMENT, dated as of August 13, 2009, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Grantors”), in favor of Wells Fargo Bank, National Association, as collateral agent for the Secured Parties (as defined below).
NONQUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NEW ATA HOLDINGS INC.Nonqualified Stock Option Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • Georgia
This Agreement is made as of this 12th day of September, 2006 (the “Grant Date”) between New ATA Holdings Inc., a Delaware corporation (the “Company”), having its principal place of business in Indianapolis, Indiana, and (the “Grantee”).
INCENTIVE STOCK OPTION AWARD PURSUANT TO THE GLOBAL AVIATION HOLDINGS, INC.Incentive Stock Option Award • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • Delaware
THIS INCENTIVE STOCK OPTION AWARD (the “Award”) is made as of the Grant Date by and between GLOBAL AVIATION HOLDINGS, INC. (the “Company”), a company organized under the laws of the State of Delaware; and (the “Participant”).
SECOND-LIEN SECURITY AGREEMENT made by GLOBAL AVIATION HOLDINGS INC., NORTH AMERICAN AIRLINES, INC., WORLD AIRWAYS, INC. and THE OTHER GRANTORS IDENTIFIED HEREIN in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, as Collateral Agent Dated as of...Second-Lien Security Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • New York
SECOND-LIEN TERM LOAN CREDIT AGREEMENT, dated as of September 29, 2009, among GLOBAL AVIATION HOLDINGS INC., NORTH AMERICAN AIRLINES, INC. and WORLD AIRWAYS, INC., as Borrowers, and CERTAIN OTHER SUBSIDIARIES OF GLOBAL AVIATION HOLDINGS INC. PARTY...Term Loan Credit Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • New York
This SECOND-LIEN TERM LOAN CREDIT AGREEMENT (as amended, amended and restated, modified or supplemented from time to time, this “Agreement”), dated as of September 29, 2009, among Global Aviation Holdings Inc., a Delaware corporation (“Parent”), North American Airlines, Inc., a Delaware corporation (“NAA”), World Airways, Inc., a Delaware corporation (“WAI” and, together with Parent and NAA; the “Borrowers”, and each a “Borrower”), the Guarantors (such term and each other capitalized term used but not defined herein having the meaning given to it in Article I), the Lenders and Wells Fargo Bank, National Association, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • New York
Global Aviation Holdings, Inc. (the “Company”), North American Airlines, Inc. and World Airways, Inc. (each, a Delaware corporation and collectively, the “Issuers”), are issuing and selling to Jefferies & Company, Inc. (the “Initial Purchaser”), upon the terms set forth in the Purchase Agreement dated August 6, 2009, by and among the Issuers, the Initial Purchaser and the subsidiary guarantors named therein (the “Guarantors”) (the “Purchase Agreement”), $175,000,000 aggregate principal amount of 14% Senior Secured First Lien Notes due 2013 of the Issuers (the “Notes”) and guaranteed by the Guarantors. As an inducement to the Initial Purchaser to enter into the Purchase Agreement, each of the Issuers and the Guarantors agree with the Initial Purchaser, for the benefit of the Holders (as defined below) of the Notes (including, without limitation, the Initial Purchaser), as follows:
NONQUALIFIED STOCK OPTION AGREEMENT PURSUANT TO STOCK OPTION PLAN FOR MANAGEMENT EMPLOYEES OF NEW ATA HOLDINGS INC.Nonqualified Stock Option Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • Indiana
This Agreement is made as of this day of July, 2006 between New ATA Holdings Inc., a Delaware corporation (the “Company”), having its principal place of business in Indianapolis, Indiana, and (the “Grantee”).
WARRANT AGREEMENTWarrant Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • New York
WARRANT AGREEMENT (this “Warrant Agreement”) dated as of February 28, 2006, between NEW ATA HOLDINGS INC., a Delaware corporation (the “Company”), and REGISTRAR AND TRANSFER COMPANY, a New Jersey corporation, as Warrant Agent (the “Warrant Agent”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • New York
This INTERCREDITOR AGREEMENT, dated as of August 13, 2009, is entered into by and among GLOBAL AVIATION HOLDINGS INC., a Delaware corporation (“Parent”), each other Grantor (as hereinafter defined) from time to time party hereto, WELLS FARGO BANK, NATIONAL ASSOCIATION, in its capacity as collateral agent under the First-Lien Documents (as defined below) (together with its successors and assigns in such capacity from time to time, and including any collateral agent under any Refinancing of the First-Lien Indenture (as such terms are defined below), the “First-Lien Collateral Agent”), and JEFFERIES FINANCE LLC, in its capacity as collateral agent under the Second-Lien Documents (as defined below) (together with its successors and assigns in such capacity from time to time, and including any collateral agent under any Refinancing of the Second-Lien Credit Agreement (as defined below), the “Second-Lien Collateral Agent”). Capitalized terms used herein but not otherwise defined herein have
FIRST AMENDMENT To That AMENDED AND RESTATED EMPLOYMENT AGREEMENT Of WILLIAM A. GARRETTEmployment Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled
This First Amendment (the “First Amendment”) to that certain Amended and Restated Employment Agreement effective as of January 1, 2009 by and between Global Aviation Holdings, Inc. (formerly Global Aero Logistics Inc.), a Delaware corporation (the “Company”), and William A. Garrett (the “Executive”), is made and entered into as of this 15th day of December 2009 (Global and Executive hereinafter collectively the “Parties”).
RESTRICTED STOCK AWARD PURSUANT TO THE GLOBAL AVIATION HOLDINGS, INC.Restricted Stock Award • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • Delaware
This RESTRICTED STOCK AWARD (the “Award”) is made and entered into as of the Grant Date by and between GLOBAL AVIATION HOLDINGS, INC. (the “Company”), a company organized under the laws of the State of Delaware; and (the “Employee”).
