Air transportation, scheduled Sample Contracts

Sun Country Airlines Holdings, Inc.CREDIT AGREEMENT dated as of February 10, 2021 among SCA ACQUISITION, LLC, as Holdings, SUN COUNTRY, INC., as Borrower, THE LENDERS AND ISSUING BANKS PARTY HERETO, BARCLAYS BANK PLC, as Administrative Agent and Collateral Agent, BARCLAYS BANK PLC, ... (February 23rd, 2021)

CREDIT AGREEMENT, dated as of February 10, 2021 (this “Agreement”), among SCA ACQUISITION, LLC, a Delaware limited liability company (“Holdings”), SUN COUNTRY, INC., a Minnesota corporation (the “Borrower”), the LENDERS and ISSUING BANKS party hereto from time to time, and BARCLAYS BANK PLC, as Administrative Agent (in such capacity, the “Administrative Agent”) for the Lenders and Collateral Agent for the Secured Parties.

Sun Country Airlines Holdings, Inc.FORM OF INCOME TAX RECEIVABLE AGREEMENT dated as of (February 23rd, 2021)

This INCOME TAX RECEIVABLE AGREEMENT (as amended from time to time, this “Agreement”), dated as of [•], is hereby entered into by and among Sun Country Airlines Holdings, Inc., a Delaware corporation (the “Corporation”) and [•] (the “Existing Stockholders Representative”).

Skywest IncINDEMNIFICATION AGREEMENT (February 22nd, 2021)

THIS INDEMNIFICATION AGREEMENT is entered into as of [DATE], by and between SkyWest, Inc., a Utah corporation (the “Company”), and [NAME], an individual (“Indemnitee”).

Skywest IncSKYWEST AIRLINES, INC. St. George, Utah 84790 Re: Amendments to Loan and Guarantee Agreement (February 22nd, 2021)

Reference is made to that certain Loan and Guarantee Agreement, dated as of September 29, 2020 and amended and restated pursuant to that certain Restatement Agreement, dated as of October 28, 2020 (the “Existing Loan and Guarantee Agreement”, and as amended hereby and as may be further amended, supplemented and restated or otherwise modified from time to time, the “Loan and Guarantee Agreement”), among SKYWEST AIRLINES, INC., a corporation organized under the laws of Utah (the “Borrower”), SKYWEST, INC., a corporation organized under the laws of Utah (the “Parent”), the United States Department of the Treasury (“Treasury”) and The Bank of New York Mellon as Administrative Agent and Collateral Agent. Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to such terms in the Loan and Guarantee Agreement.

Skywest IncWARRANT AGREEMENT (February 22nd, 2021)

WARRANT AGREEMENT dated as of January 15, 2021 (this “Agreement”), between SKYWEST, INC., a corporation organized under the laws of Utah (the “Company”) and the UNITED STATES DEPARTMENT OF THE TREASURY (“Treasury”).

Skywest IncPROMISSORY NOTE (February 22nd, 2021)

Reference is made to that certain Payroll Support Program Extension Agreement (“PSP2 Agreement”) dated as of the date hereof by and among SKYWEST AIRLINES, INC., a Utah corporation (“Issuer”), having an office at 444 South River Road, St. George, Utah 84790 and the United States Department of the Treasury (“Treasury”), having an office at 1500 Pennsylvania Avenue, NW, Washington, D.C. 20220, entered into by Issuer and Treasury pursuant to the Consolidated Appropriations Act, 2021 (December 27, 2020) (“PSP Extension Law”).

Skywest IncPAYROLL SUPPORT PROGRAM EXTENSION AGREEMENT (February 22nd, 2021)

This Payroll Support Program Extension Agreement, including the application and all supporting documents submitted by the Recipient and the Payroll Support Program Extension Certification attached hereto (collectively, Agreement), memorializes the binding terms and conditions applicable to the Recipient.

American Airlines, Inc.PAYROLL SUPPORT PROGRAM EXTENSION AGREEMENT (February 17th, 2021)

This Payroll Support Program Extension Agreement, including the application and all supporting documents submitted by the Recipient and the Payroll Support Program Extension Certification attached hereto (collectively, Agreement), memorializes the binding terms and conditions applicable to the Recipient.

American Airlines, Inc.Amendment No. 2 to the A320 Family Aircraft Purchase Agreement made July 20, 2011 between AIRBUS S.A.S. and AMERICAN AIRLINES, INC. (February 17th, 2021)

This LEASE AGREEMENT ([YEAR] MSN [MSN]) (as amended, modified or supplemented from time to time, this “Lease”), dated as of [ ], [YEAR], between WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, except as expressly provided herein, but solely as Owner Trustee (herein in such capacity, together with its successors and permitted assigns, “Lessor” or “Owner Trustee”, and in its individual capacity, together with its successors and permitted assigns, “Trust Company”), and AMERICAN AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, “Lessee”).

American Airlines, Inc.Amendment No. 1 to the A320 Family Aircraft Purchase Agreement made of July 20, 2011 between AIRBUS S.A.S. and AMERICAN AIRLINES, INC. (February 17th, 2021)

This Amendment No. 1 to the A320 Family Aircraft Purchase Agreement made July 20, 2011 (hereinafter referred to as the “Amendment”), is entered into as of January 11, 2013, by and between AIRBUS S.A.S., a société par actions simplifiée, created and existing under French law having its registered office at 1 Rond-Point Maurice Bellonte, 31707 Blagnac-Cedex, France and registered with the Toulouse Registre du Commerce under number RCS Toulouse 383 474 814 (the “Seller”), and AMERICAN AIRLINES, INC., a Delaware corporation having its principal office at 4333 Amon Carter Boulevard, Fort Worth, Texas 76155, United States of America (the “Buyer”).

American Airlines, Inc.Subject: Amendment 1 to [****] Agreement Number AAL-LA-2002714 (February 17th, 2021)

This agreement (Amendment 1), between American Airlines, Inc. (Customer) and The Boeing Company (Boeing), supplements and amends in part, the agreement number AAL-LA-2002714 executed by Boeing and Customer on September 4, 2020, relating to [****] (as defined therein) ([****] Agreement). All capitalized terms used and not defined herein have the same meaning as in the [****] Agreement.

American Airlines, Inc.SUPPLEMENTAL AGREEMENT NO. 13 (February 17th, 2021)

This SUPPLEMENTAL AGREEMENT No. 13 (SA-13), entered into as of November _17__, 2020 (Effective Date), by and between THE BOEING COMPANY, a Delaware corporation with offices in Seattle, Washington (Boeing) and AMERICAN AIRLINES, INC. a Delaware corporation with offices in Fort Worth, Texas, together with its successors and permitted assigns (Customer);

American Airlines, Inc.AMENDMENT NO. 4 to the A320 Family Aircraft Purchase Agreement made July 20, 2011 between AIRBUS S.A.S. and AMERICAN AIRLINES, INC. (February 17th, 2021)

This Amendment No. 4 to the A320 Family Purchase Agreement made July 20, 2011 (as amended, supplemented or otherwise modified, hereinafter referred to as the “Amendment”), entered into as of June 18, 2014, by and between AIRBUS S.A.S., a société par actions simplifiée, created and existing under French law having its registered office at 1 Rond-Point Maurice Bellonte, 31707 Blagnac-Cedex, France and registered with the Toulouse Registre du Commerce under number RCS Toulouse 383 474 814 (the “Seller”), and AMERICAN AIRLINES, INC., a Delaware corporation having its principal office at 4333 Amon Carter Boulevard, Fort Worth, Texas 76155, United States of America (the “Buyer”).

American Airlines, Inc.American Airlines, Inc. (February 17th, 2021)
American Airlines, Inc.AMENDMENT NO. 3 to the A320 Family Aircraft Purchase Agreement made July 20, 2011 between AIRBUS S.A.S. and AMERICAN AIRLINES, INC. (February 17th, 2021)

This Amendment No. 3 to the A320 Family Purchase Agreement made July 20, 2011 (as amended, supplemented or otherwise modified, hereinafter referred to as the “Amendment”), entered into as of November 20, 2013, by and between AIRBUS S.A.S., a société par actions simplifiée, created and existing under French law having its registered office at 1 Rond-Point Maurice Bellonte, 31707 Blagnac-Cedex, France and registered with the Toulouse Registre du Commerce under number RCS Toulouse 383 474 814 (the “Seller”), and AMERICAN AIRLINES, INC., a Delaware corporation having its principal office at 4333 Amon Carter Boulevard, Fort Worth, Texas 76155, United States of America (the “Buyer”).

American Airlines, Inc.SUPPLEMENTAL AGREEMENT NO. 15 to Purchase Agreement No. 03735 between THE BOEING COMPANY and AMERICAN AIRLINES, INC. Relating to Boeing Model 737 MAX Aircraft (February 17th, 2021)

This SUPPLEMENTAL AGREEMENT No. 15 (SA-15), entered into as of December _15__, 2020 (Effective Date), by and between THE BOEING COMPANY, a Delaware corporation with offices in Seattle, Washington (Boeing) and AMERICAN AIRLINES, INC. a Delaware corporation with offices in Fort Worth, Texas, together with its successors and permitted assigns (Customer);

American Airlines, Inc.RESTATEMENT AGREEMENT (February 17th, 2021)

IN WITNESS WHEREOF, the undersigned have caused this Restatement Agreement to be duly executed by their duly authorized representatives, all as of the day and year first above written.

American Airlines, Inc.Amendment No. 14, dated as of October 8 , 2020, to the A320 Family Aircraft Purchase Agreement, made July 20, 2011, between Airbus S.A.S. and American Airlines, Inc. (February 17th, 2021)

This Amendment No. 14, dated as of October _8_, 2020, (the “Amendment”) to the A320 Family Aircraft Purchase Agreement, made July 20, 2011, between AIRBUS S.A.S., a société par actions simplifiée, created and existing under French law having its registered office at 2 Rond-Point Emile Dewoitine, 31700 Blagnac, France and registered with the Toulouse Registre du Commerce under number RCS Toulouse 383 474 814 (the “Seller”), and AMERICAN AIRLINES, INC., a Delaware corporation having its principal office at 1 Skyview Drive, Fort Worth, Texas 76155, United States of America (the “Buyer”)

American Airlines, Inc.WARRANT AGREEMENT (February 17th, 2021)

Term Location of Definition Affiliate Annex B Agreement Recitals Appraisal Procedure Annex B Board of Directors 2.1(i) Business Combination Annex B Business Day Annex B Capitalization Date 2.1(b) Closing 1.2(a) Common Stock Annex B Company Recitals Company Reports 2.1(j)(i) Exchange Act Annex B Governmental Authority 5.6(a) Holder 4.5(k)(i) Indemnitee 4.5(g)(i) Initial Closing 1.2(a) Lien 5.6(c) Material Adverse Effect 5.6(d) Organizational Documents 5.6(e) Pending Underwritten Offering 4.5(l) Piggyback Registration 4.5(a)(iv) Promissory Note Recitals register; registered; registration 4.5(k)(ii) Registrable Securities 4.5(k)(iii) Registration Commencement Date 4.5(a)(i) Registration Expenses 4.5(k)(iv) Rule 144; Rule 144A; Rule 159A; Rule 405; Rule 415 4.5(k)(v) SEC 2.1(c) Securities Act Annex B Selling Expenses 4.5(k)(vi) Shelf Registration Statement 4.5(a)(ii) Special Registration 4.5(i) Stockholder Proposals 3.1(b) Subsidiary 5.6(f) Transfer 4.4 Treasury Recitals Warrant Closing Da

American Airlines, Inc.AMENDMENT NO. 9 to the A320 Family Aircraft Purchase Agreement made July 20, 2011 between AIRBUS S.A.S. and AMERICAN AIRLINES, INC. (February 17th, 2021)

This Amendment No. 9 to the A320 Family Aircraft Purchase Agreement made July 20, 2011 (as amended, supplemented or otherwise modified, hereinafter referred to as the “Amendment”), entered into as of September 23, 2015, by and between AIRBUS S.A.S., a société par actions simplifiée, created and existing under French law having its registered office at 1 Rond-Point Maurice Bellonte, 31707 Blagnac-Cedex, France and registered with the Toulouse Registre du Commerce under number RCS Toulouse 383 474 814 (the “Seller”), and AMERICAN AIRLINES, INC., a Delaware corporation having its principal office at 4333 Amon Carter Boulevard, Fort Worth, Texas 76155, United States of America (the “Buyer”).

American Airlines, Inc.AMENDMENT NO. 8 to the A320 Family Aircraft Purchase Agreement made July 20, 2011 between AIRBUS S.A.S. and AMERICAN AIRLINES, INC. (February 17th, 2021)

This Amendment No. 8 to the A320 Family Aircraft Purchase Agreement made July 20, 2011 (as amended, supplemented or otherwise modified, hereinafter referred to as the “Amendment”), entered into as of June 11, 2015, by and between AIRBUS S.A.S., a société par actions simplifiée, created and existing under French law having its registered office at 1 Rond-Point Maurice Bellonte, 31707 Blagnac-Cedex, France and registered with the Toulouse Registre du Commerce under number RCS Toulouse 383 474 814 (the “Seller”), and AMERICAN AIRLINES, INC., a Delaware corporation having its principal office at 4333 Amon Carter Boulevard, Fort Worth, Texas 76155, United States of America (the “Buyer”).

American Airlines, Inc.AMENDMENT NO. 6 to the A320 Family Aircraft Purchase Agreement made July 20, 2011 between AIRBUS S.A.S. and AMERICAN AIRLINES, INC. (February 17th, 2021)

This Amendment No. 6 to the A320 Family Purchase Agreement made July 20, 2011 (as amended, supplemented or otherwise modified, hereinafter referred to as the “Amendment”), entered into as of July 1, 2014, by and between AIRBUS S.A.S., a société par actions simplifiée, created and existing under French law having its registered office at 1 Rond-Point Maurice Bellonte, 31707 Blagnac-Cedex, France and registered with the Toulouse Registre du Commerce under number RCS Toulouse 383 474 814 (the “Seller”), and AMERICAN AIRLINES, INC., a Delaware corporation having its principal office at 4333 Amon Carter Boulevard, Fort Worth, Texas 76155, United States of America (the “Buyer”).

American Airlines, Inc.A320 FAMILY AIRCRAFT PURCHASE AGREEMENT BETWEEN AIRBUS S.A.S. as Seller AND AMERICAN AIRLINES, INC. as Buyer (February 17th, 2021)

This LEASE AGREEMENT ([YEAR] MSN [MSN]) (as amended, modified or supplemented from time to time, this “Lease”), dated as of [ ], [YEAR], between WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, except as expressly provided herein, but solely as Owner Trustee (herein in such capacity, together with its successors and permitted assigns, “Lessor” or “Owner Trustee”, and in its individual capacity, together with its successors and permitted assigns, “Trust Company”), and AMERICAN AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, “Lessee”).

American Airlines, Inc.SUPPLEMENTAL AGREEMENT NO. 14 to Purchase Agreement No. 03735 between THE BOEING COMPANY and AMERICAN AIRLINES, INC. Relating to Boeing Model 737 MAX Aircraft (February 17th, 2021)

This SUPPLEMENTAL AGREEMENT No. 14 (SA-14), entered into as of November _25__, 2020 (Effective Date), by and between THE BOEING COMPANY, a Delaware corporation with offices in Seattle, Washington (Boeing) and AMERICAN AIRLINES, INC. a Delaware corporation with offices in Fort Worth, Texas, together with its successors and permitted assigns (Customer);

American Airlines, Inc.SUPPLEMENTAL AGREEMENT NO. 12 to Purchase Agreement No. 03735 between THE BOEING COMPANY and AMERICAN AIRLINES, INC. Relating to Boeing Model 737 MAX Aircraft (February 17th, 2021)

This SUPPLEMENTAL AGREEMENT No. 12 (SA-12), entered into as of October 22, 2020 (Effective Date), by and between THE BOEING COMPANY, a Delaware corporation with offices in Seattle, Washington (Boeing) and AMERICAN AIRLINES, INC. a Delaware corporation with offices in Fort Worth, Texas, together with its successors and permitted assigns (Customer);

American Airlines, Inc.AMENDMENT NO. 10 to the A320 Family Aircraft Purchase Agreement made July 20, 2011 between AIRBUS S.A.S. and AMERICAN AIRLINES, INC. (February 17th, 2021)

This Amendment No. 10 to the A320 Family Aircraft Purchase Agreement dated July 20, 2011 (the “Amendment”), dated as of July 16, 2018, is entered into by and between AIRBUS S.A.S., a société par actions simplifiée, created and existing under French law having its registered office at 2 Rond-Point Emile Dewoitine, 31700 Blagnac, France and registered with the Toulouse Registre du Commerce under number RCS Toulouse 383 474 814 (the “Seller”), and AMERICAN AIRLINES, INC., a Delaware corporation having its principal office at 4333 Amon Carter Boulevard, Fort Worth, Texas 76155, United States of America (the “Buyer”);

American Airlines, Inc.AMENDMENT NO. 7 to the A320 Family Aircraft Purchase Agreement made July 20, 2011 between AIRBUS S.A.S. and AMERICAN AIRLINES, INC. (February 17th, 2021)

This Amendment No. 7 to the A320 Family Purchase Agreement made July 20, 2011 (as amended, supplemented or otherwise modified, hereinafter referred to as the “Amendment”), entered into as of November 25, 2014, by and between AIRBUS S.A.S., a société par actions simplifiée, created and existing under French law having its registered office at 1 Rond-Point Maurice Bellonte, 31707 Blagnac-Cedex, France and registered with the Toulouse Registre du Commerce under number RCS Toulouse 383 474 814 (the “Seller”), and AMERICAN AIRLINES, INC., a Delaware corporation having its principal office at 4333 Amon Carter Boulevard, Fort Worth, Texas 76155, United States of America (the “Buyer”).

American Airlines, Inc.PROMISSORY NOTE (February 17th, 2021)

Reference is made to that certain Payroll Support Program Extension Agreement (“PSP2 Agreement”) dated as of the date hereof by and among American Airlines, Inc., a Delaware corporation (“AA”), having an office at 1 Skyview Drive, Fort Worth, TX 76155, and the United States Department of the Treasury (“Treasury”), having an office at 1500 Pennsylvania Avenue, NW, Washington, D.C. 20220, entered into by AA and Treasury pursuant to the Consolidated Appropriations Act, 2021 (December 27, 2020) (“PSP Extension Law”).

American Airlines, Inc.AMENDMENT NO. 5 to the A320 Family Aircraft Purchase Agreement made July 20, 2011 between AIRBUS S.A.S. and AMERICAN AIRLINES, INC. (February 17th, 2021)

This Amendment No. 5 to the A320 Family Purchase Agreement made July 20, 2011 (as amended, supplemented or otherwise modified, hereinafter referred to as the “Amendment”), entered into as of June 24, 2014, by and between AIRBUS S.A.S., a société par actions simplifiée, created and existing under French law having its registered office at 1 Rond-Point Maurice Bellonte, 31707 Blagnac-Cedex, France and registered with the Toulouse Registre du Commerce under number RCS Toulouse 383 474 814 (the “Seller”), and AMERICAN AIRLINES, INC., a Delaware corporation having its principal office at 4333 Amon Carter Boulevard, Fort Worth, Texas 76155, United States of America (the “Buyer”).

American Airlines, Inc.SUPPLEMENTAL AGREEMENT NO. 11 to Purchase Agreement No. 03735 between THE BOEING COMPANY and AMERICAN AIRLINES, INC. Relating to Boeing Model 737 MAX Aircraft (February 17th, 2021)

This SUPPLEMENTAL AGREEMENT No. 11 (SA-11), entered into as of October _9 , 2020 (Effective Date), by and between THE BOEING COMPANY, a Delaware corporation with offices in Seattle, Washington (Boeing) and AMERICAN AIRLINES, INC. a Delaware corporation with offices in Fort Worth, Texas, together with its successors and permitted assigns (Customer);

Hawaiian Holdings IncPAYROLL SUPPORT PROGRAM EXTENSION AGREEMENT (February 12th, 2021)

This Payroll Support Program Extension Agreement, including the application and all supporting documents submitted by the Recipient and the Payroll Support Program Extension Certification attached hereto (collectively, Agreement), memorializes the binding terms and conditions applicable to the Recipient.

Delta Air Lines, Inc.WARRANT AGREEMENT (February 12th, 2021)

Term Location of Definition Affiliate Annex B Agreement Recitals Appraisal Procedure Annex B Board of Directors 2.1(i) Business Combination Annex B Business Day Annex B Capitalization Date 2.1(b) Closing 1.2(a) Common Stock Annex B Company Recitals Company Reports 2.1(j)(i) Exchange Act Annex B Governmental Authority 5.6(a) Holder 4.5(k)(i) Indemnitee 4.5(g)(i) Initial Closing 1.2(a) Lien 5.6(c) Material Adverse Effect 5.6(d) Organizational Documents 5.6(e) Pending Underwritten Offering 4.5(l) Piggyback Registration 4.5(a)(iv) Promissory Note Recitals register; registered; registration 4.5(k)(ii) Registrable Securities 4.5(k)(iii) Registration Commencement Date 4.5(a)(i) Registration Expenses 4.5(k)(iv) Rule 144; Rule 144A; Rule 159A; Rule 405; Rule 415 4.5(k)(v) SEC 2.1(c) Securities Act Annex B Selling Expenses 4.5(k)(vi) Shelf Registration Statement 4.5(a)(ii) Special Registration 4.5(i) Stockholder Proposals 3.1(b) Subsidiary 5.6(f) Transfer 4.4 Treasury Recitals Warrant Closing Da

Delta Air Lines, Inc.PAYROLL SUPPORT PROGRAM EXTENSION AGREEMENT (February 12th, 2021)

This Payroll Support Program Extension Agreement, including the application and all supporting documents submitted by the Recipient and the Payroll Support Program Extension Certification attached hereto (collectively, Agreement), memorializes the binding terms and conditions applicable to the Recipient.

Hawaiian Holdings IncPROMISSORY NOTE (February 12th, 2021)

Reference is made to that certain Payroll Support Program Extension Agreement (“PSP2 Agreement”) dated as of the date hereof by and among HAWAIIAN AIRLINES, INC., a Delaware corporation (“Issuer”), having an office at 3375 Koapaka St., Ste G350, Honolulu, Hawaii 96819 and the United States Department of the Treasury (“Treasury”), having an office at 1500 Pennsylvania Avenue, NW, Washington, D.C. 20220, entered into by Issuer and Treasury pursuant to the Consolidated Appropriations Act, 2021 (December 27, 2020) (“PSP Extension Law”).

Hawaiian Holdings IncWARRANT AGREEMENT (February 12th, 2021)

Term Location of Definition Affiliate Annex B Agreement Recitals Appraisal Procedure Annex B Board of Directors 2.1(i) Business Combination Annex B Business Day Annex B Capitalization Date 2.1(b) Closing 1.2(a) Common Stock Annex B Company Recitals Company Reports 2.1(j)(i) Exchange Act Annex B Governmental Authority 5.6(a) Holder 4.5(k)(i) Indemnitee 4.5(g)(i) Initial Closing 1.2(a) Lien 5.6(c) Material Adverse Effect 5.6(d) Organizational Documents 5.6(e) Pending Underwritten Offering 4.5(l) Piggyback Registration 4.5(a)(iv) Promissory Note Recitals register; registered; registration 4.5(k)(ii) Registrable Securities 4.5(k)(iii) Registration Commencement Date 4.5(a)(i) Registration Expenses 4.5(k)(iv) Rule 144; Rule 144A; Rule 159A; Rule 405; Rule 415 4.5(k)(v) SEC 2.1(c) Securities Act Annex B Selling Expenses 4.5(k)(vi) Shelf Registration Statement 4.5(a)(ii) Special Registration 4.5(i) Stockholder Proposals 3.1(b) Subsidiary 5.6(f) Transfer 4.4 Treasury Recitals Warrant Closing Da