0001193125-20-071712 Sample Contracts

INTERCREDITOR AGREEMENT Dated as of March 12, 2020 among as Trustee of the Delta Air Lines Pass Through Trust 2020-1AA and Delta Air Lines Pass Through Trust 2020-1A NATIONAL AUSTRALIA BANK LIMITED acting through its New York Branch as Class AA...
Intercreditor Agreement • March 12th, 2020 • Delta Air Lines, Inc. • Air transportation, scheduled • New York

This INTERCREDITOR AGREEMENT, dated as of March 12, 2020, is made by and among 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 but solely as trustee of each Trust (such term and other capitalized terms used herein without definition being defined as provided in Article I), NATIONAL AUSTRALIA BANK LIMITED, acting through its New York branch, a company incorporated in the Commonwealth of Australia (“NAB”), as Class AA Liquidity Provider and Class A Liquidity Provider, and U.S. BANK TRUST NATIONAL ASSOCIATION, 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”).

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INDENTURE AND SECURITY AGREEMENT (N822NW) Dated as of March 12, 2020 between DELTA AIR LINES, INC., and U.S. BANK TRUST NATIONAL ASSOCIATION, as Loan Trustee One Airbus A330-302 (Generic Manufacturer and Model Airbus A330) Aircraft U.S. Registration...
Indenture and Security Agreement • March 12th, 2020 • Delta Air Lines, Inc. • Air transportation, scheduled • New York

This INDENTURE AND SECURITY AGREEMENT (N822NW), dated as of March 12, 2020, 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”).

PARTICIPATION AGREEMENT (N822NW) Dated as of March 12, 2020 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 • March 12th, 2020 • Delta Air Lines, Inc. • Air transportation, scheduled • New York

This PARTICIPATION AGREEMENT (N822NW), dated as of March 12, 2020, 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 terms 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 such c

DELTA AIR LINES, INC. Pass Through Certificates, Series 2020-1 UNDERWRITING AGREEMENT
Underwriting Agreement • March 12th, 2020 • Delta Air Lines, Inc. • 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 Class AA Trust Supplement and the Class A Trust Supplement (each 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”), the Delta Air Lines Pass Through Certificates, Series 2020-1AA (the “Class AA Certificates”) and the Delta Air Lines Pass Through Certificates, Series 2020-1A (the “Class A Certificates” and, together with the Class AA Certificates, the “Certificates”) in the aggregate amount and with the interest r

REVOLVING CREDIT AGREEMENT (2020-1A) Dated as of March 12, 2020 between as Subordination Agent, as agent and trustee for the trustee of Delta Air Lines Pass Through Trust 2020-1A, as Borrower and NATIONAL AUSTRALIA BANK LIMITED, ACTING THROUGH ITS NEW...
Revolving Credit Agreement • March 12th, 2020 • Delta Air Lines, Inc. • Air transportation, scheduled • New York

This REVOLVING CREDIT AGREEMENT (2020-1A), dated as of March 12, 2020, is made by and between U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as Subordination Agent (such term and other capitalized terms used herein without definition being defined as provided in Article I) under the Intercreditor Agreement (as defined below), as agent and trustee for the Class A Trustee (in such capacity, together with its successors in such capacity, the “Borrower”), and NATIONAL AUSTRALIA BANK LIMITED, an Australian corporation, acting through its New York branch (the “Liquidity Provider”).

PARTICIPATION AGREEMENT (N826DN) Dated as of March 12, 2020 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 • March 12th, 2020 • Delta Air Lines, Inc. • Air transportation, scheduled • New York

This PARTICIPATION AGREEMENT (N826DN), dated as of March 12, 2020, 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 terms 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 such c

SCHEDULE II
Delta Air Lines, Inc. • March 12th, 2020 • Air transportation, scheduled

The following documents (hereinafter collectively referred to as the “N826DN Documents”) have been filed: (a) Participation Agreement (N826DN), dated as of March 12, 2020, 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 4.10) and (b) Indenture and Security Agreement (N826DN), dated as of March 12, 2020, between Delta Air Lines, Inc., and U.S. Bank Trust National Association, as Loan Trustee (filed as Exhibit 4.11).

SCHEDULE III
Delta Air Lines, Inc. • March 12th, 2020 • Air transportation, scheduled

The following documents (hereinafter collectively referred to as the “N822NW Documents”) have been filed: (a) Participation Agreement (N822NW), dated as of March 12, 2020, 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) and (b) Indenture and Security Agreement (N822NW), dated as of March 12, 2020, between Delta Air Lines, Inc., and U.S. Bank Trust National Association, as Loan Trustee (filed as Exhibit 4.13).

SCHEDULE I
Delta Air Lines, Inc. • March 12th, 2020 • Air transportation, scheduled

The following documents (hereinafter collectively referred to as the “N301DV Documents”) have been filed: (a) Participation Agreement (N301DV), dated as of March 12, 2020, 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 4.8) and (b) Indenture and Security Agreement (N301DV), dated as of March 12, 2020, between Delta Air Lines, Inc., and U.S. Bank Trust National Association, as Loan Trustee (filed as Exhibit 4.9).

TRUST SUPPLEMENT NO. 2020-1AA Dated as of March 12, 2020 between DELTA AIR LINES, INC. and U.S. BANK TRUST NATIONAL ASSOCIATION, as Trustee, To PASS THROUGH TRUST AGREEMENT Dated as of November 16, 2000 Delta Air Lines Pass Through Trust 2020-1AA...
Trust Agreement • March 12th, 2020 • Delta Air Lines, Inc. • Air transportation, scheduled • New York

This TRUST SUPPLEMENT NO. 2020-1AA, dated as of March 12, 2020 (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”).

TRUST SUPPLEMENT NO. 2020-1A Dated as of March 12, 2020 between DELTA AIR LINES, INC. and U.S. BANK TRUST NATIONAL ASSOCIATION, as Trustee, To PASS THROUGH TRUST AGREEMENT Dated as of November 16, 2000 Delta Air Lines Pass Through Trust 2020-1A Delta...
2020-1a • March 12th, 2020 • Delta Air Lines, Inc. • Air transportation, scheduled • New York

This TRUST SUPPLEMENT NO. 2020-1A, dated as of March 12, 2020 (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”).

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