0001193125-19-290092 Sample Contracts

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INTERCREDITOR AGREEMENT Dated as of November 12, 2019 among WILMINGTON TRUST COMPANY as Trustee of the JetBlue Airways Pass Through Trust 2019-1AA and JetBlue Airways Pass Through Trust 2019-1A CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK, ACTING...
Intercreditor Agreement • November 12th, 2019 • Jetblue Airways Corp • Air transportation, scheduled • New York

This INTERCREDITOR AGREEMENT, dated as of November 12, 2019, is made by and among WILMINGTON TRUST COMPANY, a Delaware trust company (in its individual capacity, together with its successors and permitted assigns, “WTC”), not in its individual capacity but solely as trustee of each Trust (such term and other capitalized terms used herein without definition being defined as provided in Article I), CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK, a French société anonyme organized under the laws of France, acting through its New York Branch (“CACIB”), as Class AA Liquidity Provider and Class A Liquidity Provider, and WILMINGTON TRUST COMPANY, not in its individual capacity except as expressly set forth herein, but solely as Subordination Agent and trustee hereunder (in such capacity, together with any successor appointed pursuant to Article VII, the “Subordination Agent”).

INDENTURE AND SECURITY AGREEMENT (N976JT) Dated as of November 12, 2019 between JETBLUE AIRWAYS CORPORATION, and WILMINGTON TRUST COMPANY, as Loan Trustee One Airbus A321-231 (Generic Manufacturer and Model: Airbus A321) Aircraft U.S. Registration No....
Indenture and Security Agreement • November 12th, 2019 • Jetblue Airways Corp • Air transportation, scheduled • New York

This INDENTURE AND SECURITY AGREEMENT (N976JT), dated as of November 12, 2019, is made by and between JETBLUE AIRWAYS CORPORATION, a Delaware corporation (together with its successors and permitted assigns, “Company”), and WILMINGTON TRUST COMPANY, a Delaware trust company, not in its individual capacity, except as expressly stated herein, but solely as Loan Trustee hereunder (together with its permitted successors hereunder, “Loan Trustee”).

PASS THROUGH TRUST AGREEMENT Dated as of November 12, 2019 between JetBlue Airways Corporation and Wilmington Trust Company as Trustee
Through Trust Agreement • November 12th, 2019 • Jetblue Airways Corp • Air transportation, scheduled • New York

This PASS THROUGH TRUST AGREEMENT, dated as of November 12, 2019 (the “Basic Agreement”), between JetBlue Airways Corporation, a Delaware corporation, and Wilmington Trust Company, a trust company, as Trustee, is made with respect to the formation from time to time of separate JetBlue Pass Through Trusts, and the issuance from time to time of separate series of Pass Through Certificates representing fractional undivided interests in the respective Trusts.

PARTICIPATION AGREEMENT (N976JT) Dated as of November 12, 2019 among JETBLUE AIRWAYS CORPORATION, WILMINGTON TRUST COMPANY, as Pass Through Trustee under each of the Pass Through Trust Agreements, WILMINGTON TRUST COMPANY, as Subordination Agent,...
Participation Agreement • November 12th, 2019 • Jetblue Airways Corp • Air transportation, scheduled • New York

This PARTICIPATION AGREEMENT (N976JT), dated as of November 12, 2019, is made by and among JETBLUE AIRWAYS CORPORATION, a Delaware corporation (together with its successors and permitted assigns, “Company”), WILMINGTON TRUST COMPANY, a Delaware trust company (in its individual capacity, together with its successors and permitted assigns, “WTC”), 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 terms and other capitalized terms used herein without definition being defined as provided in Section 1.01), WILMINGTON TRUST COMPANY, a Delaware trust company, as subordination agent and trustee (in such capacity, together with any successor trustee in such capacity, “Subordination Agent”) under the Intercreditor Agreement, and WILMINGTON TRUST COMPANY, as loan trustee (in such capacity, together with any successor trustee

TRUST SUPPLEMENT NO. 2019-1A Dated as of November 12, 2019 between JETBLUE AIRWAYS CORPORATION and WILMINGTON TRUST COMPANY, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of November 12, 2019 JetBlue Airways Pass Through Trust 2019-1A JetBlue...
Through Trust Agreement • November 12th, 2019 • Jetblue Airways Corp • Air transportation, scheduled • New York

This TRUST SUPPLEMENT NO. 2019-1A, dated as of November 12, 2019 (as amended from time to time, the “Trust Supplement”), between JETBLUE AIRWAYS CORPORATION, a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the “Company” or “JetBlue”) and WILMINGTON TRUST COMPANY, a Delaware trust company, not in its individual capacity but solely as 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 12, 2019, between the Company and Wilmington Trust Company, a Delaware trust company (the “Basic Agreement”).

SCHEDULE I
Jetblue Airways Corp • November 12th, 2019 • Air transportation, scheduled

The following documents (hereinafter collectively referred to as the “N976JT Documents”) have been filed: (a) Participation Agreement (N976JT), dated as of November 12, 2019, among JetBlue Airways Corporation, Wilmington Trust Company, as Pass Through Trustee under the Pass Through Trust Agreements, Wilmington Trust Company, as Subordination Agent, Wilmington Trust Company, as Loan Trustee, and Wilmington Trust Company, in its individual capacity as set forth therein (filed as Exhibit 4.9) and (b) Indenture and Security Agreement (N976JT), dated as of November 12, 2019, between JetBlue Airways Corporation, and Wilmington Trust Company, as Loan Trustee (filed as Exhibit 4.10).

TRUST SUPPLEMENT NO. 2019-1AA Dated as of November 12, 2019 between JETBLUE AIRWAYS CORPORATION and WILMINGTON TRUST COMPANY, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of November 12, 2019 JetBlue Airways Pass Through Trust 2019-1AA JetBlue...
Through Trust Agreement • November 12th, 2019 • Jetblue Airways Corp • Air transportation, scheduled • New York

This TRUST SUPPLEMENT NO. 2019-1AA, dated as of November 12, 2019 (as amended from time to time, the “Trust Supplement”), between JETBLUE AIRWAYS CORPORATION, a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the “Company” or “JetBlue”) and WILMINGTON TRUST COMPANY, a Delaware trust company, not in its individual capacity but solely as 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 12, 2019, between the Company and Wilmington Trust Company, a Delaware trust company (the “Basic Agreement”).

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