Pass Through Trust Agreement Sample Contracts

Share Cite Term
Link

Embed (HTML)
TRUST SUPPLEMENT NO. 2017-1aa Dated as of November 28, 2017 Between SPIRIT AIRLINES, INC. And WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of August 11, 2015 Spirit Airlines Pass Through Trust 2017-1aa Spirit Airlines Pass Through Certificates, Series 2017-1aa (November 28th, 2017)

This TRUST SUPPLEMENT NO. 2017-1AA, dated as of November 28, 2017 (as amended from time to time, the Trust Supplement), between SPIRIT AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or Spirit), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, 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 August 11, 2015, between the Company and Wilmington Trust, National Association (the Basic Agreement).

TRUST SUPPLEMENT NO. 2017-1b Dated as of November 28, 2017 Between SPIRIT AIRLINES, INC. And WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of August 11, 2015 Spirit Airlines Pass Through Trust 2017-1b Spirit Airlines Pass Through Certificates, Series 2017-1b (November 28th, 2017)

This TRUST SUPPLEMENT NO. 2017-1B, dated as of November 28, 2017 (as amended from time to time, the Trust Supplement), between SPIRIT AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or Spirit), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, 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 August 11, 2015, between the Company and Wilmington Trust, National Association (the Basic Agreement).

TRUST SUPPLEMENT NO. 2017-1a Dated as of November 28, 2017 Between SPIRIT AIRLINES, INC. And WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of August 11, 2015 Spirit Airlines Pass Through Trust 2017-1a Spirit Airlines Pass Through Certificates, Series 2017-1a (November 28th, 2017)

This TRUST SUPPLEMENT NO. 2017-1A, dated as of November 28, 2017, 2017 (as amended from time to time, the Trust Supplement), between SPIRIT AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or Spirit), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, 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 August 11, 2015, between the Company and Wilmington Trust, National Association (the Basic Agreement).

TRUST SUPPLEMENT No. 2016-1b Dated as of November 6, 2017 Between WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee, and UNITED AIRLINES, INC. To PASS THROUGH TRUST AGREEMENT Dated as of October 3, 2012 United Airlines Pass Through Trust 2016-1b 3.65% United Airlines Pass Through Certificates, Series 2016-1b (November 13th, 2017)

This Trust Supplement No. 2016-1B, dated as of November 6, 2017 (herein called the Trust Supplement), between United Airlines, Inc., a Delaware corporation (the Company), and Wilmington Trust, National Association (the Trustee), to the Pass Through Trust Agreement, dated as of October 3, 2012, between the Company (formerly known as Continental Airlines, Inc.) and the Trustee (the Basic Agreement).

TRUST SUPPLEMENT NO. 2017-2b Dated as of October 5, 2017 Between AMERICAN AIRLINES, INC., and WILMINGTON TRUST COMPANY, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of September 16, 2014 American Airlines Pass Through Trust 2017-2b American Airlines Pass Through Certificates, Series 2017-2b (October 6th, 2017)

This TRUST SUPPLEMENT NO. 2017-2B, dated as of October 5, 2017 (as amended from time to time, the Trust Supplement), between AMERICAN AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or American) 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 September 16, 2014, between the Company and Wilmington Trust Company, a Delaware trust company (the Basic Agreement).

AMENDED AND RESTATED NOTE PURCHASE AGREEMENT Dated as of October 5, 2017 Among AMERICAN AIRLINES, INC., WILMINGTON TRUST COMPANY, as Pass Through Trustee Under Each of the Pass Through Trust Agreements WILMINGTON TRUST COMPANY, as Subordination Agent WILMINGTON TRUST, NATIONAL ASSOCIATION, as Escrow Agent and WILMINGTON TRUST COMPANY, as Paying Agent (October 6th, 2017)

This INDENTURE AND SECURITY AGREEMENT ([Reg. No.]), dated as of, , 20 2, is made by and between AMERICAN AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, the 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, the Loan Trustee).

TRUST SUPPLEMENT NO. 2016-3b Dated as of October 4, 2017 Between AMERICAN AIRLINES, INC., and WILMINGTON TRUST COMPANY, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of September 16, 2014 American Airlines Pass Through Trust 2016-3b American Airlines Pass Through Certificates, Series 2016-3b (October 5th, 2017)

This TRUST SUPPLEMENT NO. 2016-3B, dated as of October 4, 2017 (as amended from time to time, the Trust Supplement), between AMERICAN AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or American) 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 September 16, 2014, between the Company and Wilmington Trust Company, a Delaware trust company (the Basic Agreement).

AMENDED AND RESTATED NOTE PURCHASE AGREEMENT Dated as of October 4, 2017 Among AMERICAN AIRLINES, INC., WILMINGTON TRUST COMPANY, as Pass Through Trustee Under Each of the Pass Through Trust Agreements and WILMINGTON TRUST COMPANY, as Subordination Agent (October 5th, 2017)

This FIRST AMENDMENT TO PARTICIPATION AGREEMENT ([Reg. No.]) (this Amendment), dated as of October 4, 2017, is made by and among AMERICAN AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, the 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 term 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, the Subordination Agent) under the Intercreditor Agreement, and WILMINGTON TRUST COMPANY, a Delaware trust company, as loan tr

TRUST SUPPLEMENT NO. 2017-2aa Dated as of August 14, 2017 Between AMERICAN AIRLINES, INC., and WILMINGTON TRUST COMPANY, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of September 16, 2014 American Airlines Pass Through Trust 2017-2aa American Airlines Pass Through Certificates, Series 2017-2aa (August 14th, 2017)

This TRUST SUPPLEMENT NO. 2017-2AA, dated as of August 14, 2017 (as amended from time to time, the Trust Supplement), between AMERICAN AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or American) 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 September 16, 2014, between the Company and Wilmington Trust Company, a Delaware trust company (the Basic Agreement).

Pass Through Trust Agreement (August 14th, 2017)

This TRUST SUPPLEMENT NO. 2017-2A, dated as of August 14, 2017 (as amended from time to time, the Trust Supplement), between AMERICAN AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or American) 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 September 16, 2014, between the Company and Wilmington Trust Company, a Delaware trust company (the Basic Agreement).

TRUST SUPPLEMENT NO. 2017-1aa Dated as of January 13, 2017 Between AMERICAN AIRLINES, INC., and WILMINGTON TRUST COMPANY, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of September 16, 2014 American Airlines Pass Through Trust 2017-1aa American Airlines Pass Through Certificates, Series 2017-1aa (January 17th, 2017)

This TRUST SUPPLEMENT NO. 2017-1AA, dated as of January 13, 2017 (as amended from time to time, the Trust Supplement), between AMERICAN AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or American) 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 September 16, 2014, between the Company and Wilmington Trust Company, a Delaware trust company (the Basic Agreement).

NOTE PURCHASE AGREEMENT Dated as of January 13, 2017 Among AMERICAN AIRLINES, INC., WILMINGTON TRUST COMPANY, as Pass Through Trustee Under Each of the Pass Through Trust Agreements WILMINGTON TRUST COMPANY, as Subordination Agent WILMINGTON TRUST, NATIONAL ASSOCIATION, as Escrow Agent and WILMINGTON TRUST COMPANY, as Paying Agent (January 17th, 2017)

This INDENTURE AND SECURITY AGREEMENT ([Reg. No.]), dated as of, , 20172, is made by and between AMERICAN AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, the 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, the Loan Trustee).

TRUST SUPPLEMENT NO. 2017-1a Dated as of January 13, 2017 Between AMERICAN AIRLINES, INC., and WILMINGTON TRUST COMPANY, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of September 16, 2014 American Airlines Pass Through Trust 2017-1a American Airlines Pass Through Certificates, Series 2017-1a (January 17th, 2017)

This TRUST SUPPLEMENT NO. 2017-1A, dated as of January 13, 2017 (as amended from time to time, the Trust Supplement), between AMERICAN AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or American) 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 September 16, 2014, between the Company and Wilmington Trust Company, a Delaware trust company (the Basic Agreement).

TRUST SUPPLEMENT NO. 2017-1b Dated as of January 13, 2017 Between AMERICAN AIRLINES, INC., and WILMINGTON TRUST COMPANY, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of September 16, 2014 American Airlines Pass Through Trust 2017-1b American Airlines Pass Through Certificates, Series 2017-1b (January 17th, 2017)

This TRUST SUPPLEMENT NO. 2017-1B, dated as of January 13, 2017 (as amended from time to time, the Trust Supplement), between AMERICAN AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or American) 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 September 16, 2014, between the Company and Wilmington Trust Company, a Delaware trust company (the Basic Agreement).

NOTE PURCHASE AGREEMENT Dated as of October 3, 2016 Among AMERICAN AIRLINES, INC., WILMINGTON TRUST COMPANY, as Pass Through Trustee Under Each of the Pass Through Trust Agreements WILMINGTON TRUST COMPANY, as Subordination Agent WILMINGTON TRUST, NATIONAL ASSOCIATION, as Escrow Agent and WILMINGTON TRUST COMPANY, as Paying Agent (October 4th, 2016)

This INDENTURE AND SECURITY AGREEMENT ([Reg. No.]), dated as of , 20__2, is made by and between AMERICAN AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, the 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, the Loan Trustee).

TRUST SUPPLEMENT NO. 2016-3a Dated as of October 3, 2016 Between AMERICAN AIRLINES, INC., and WILMINGTON TRUST COMPANY, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of September 16, 2014 American Airlines Pass Through Trust 2016-3a American Airlines Pass Through Certificates, Series 2016-3a (October 4th, 2016)

This TRUST SUPPLEMENT NO. 2016-3A, dated as of October 3, 2016 (as amended from time to time, the Trust Supplement), between AMERICAN AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or American) 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 September 16, 2014, between the Company and Wilmington Trust Company, a Delaware trust company (the Basic Agreement).

TRUST SUPPLEMENT NO. 2016-3aa Dated as of October 3, 2016 Between AMERICAN AIRLINES, INC., and WILMINGTON TRUST COMPANY, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of September 16, 2014 American Airlines Pass Through Trust 2016-3aa American Airlines Pass Through Certificates, Series 2016-3aa (October 4th, 2016)

This TRUST SUPPLEMENT NO. 2016-3AA, dated as of October 3, 2016 (as amended from time to time, the Trust Supplement), between AMERICAN AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or American) 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 September 16, 2014, between the Company and Wilmington Trust Company, a Delaware trust company (the Basic Agreement).

TRUST SUPPLEMENT No. 2016-2a-S Dated as of September 27, 2016 Between WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee, and UNITED AIRLINES, INC. To PASS THROUGH TRUST AGREEMENT Dated as of October 3, 2012 United Airlines Pass Through Trust 2016-2a-S 3.100% United Airlines Pass Through Certificates, Series 2016-2a-S (September 29th, 2016)

This Trust Supplement No. 2016-2A-S, dated as of September 27, 2016 (herein called the Trust Supplement), between United Airlines, Inc., a Delaware corporation (the Company), and Wilmington Trust, National Association (the Trustee), to the Pass Through Trust Agreement, dated as of October 3, 2012, between the Company (formerly known as Continental Airlines, Inc.) and the Trustee (the Basic Agreement).

TRUST SUPPLEMENT No. 2016-2a-O Dated as of September 27, 2016 Between WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee, and UNITED AIRLINES, INC. To PASS THROUGH TRUST AGREEMENT Dated as of October 3, 2012 United Airlines Pass Through Trust 2016-2a-O 3.100% United Airlines Pass Through Certificates, Series 2016-2a-O (September 29th, 2016)

This Trust Supplement No. 2016-2A-O, dated as of September 27, 2016 (herein called the Trust Supplement), between United Airlines, Inc., a Delaware corporation (the Company), and Wilmington Trust, National Association (the Trustee), to the Pass Through Trust Agreement, dated as of October 3, 2012, between the Company (formerly known as Continental Airlines, Inc.) and the Trustee (the Basic Agreement).

TRUST SUPPLEMENT No. 2016-2aa-O Dated as of September 27, 2016 Between WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee, and UNITED AIRLINES, INC. To PASS THROUGH TRUST AGREEMENT Dated as of October 3, 2012 United Airlines Pass Through Trust 2016-2aa-O 2.875% United Airlines Pass Through Certificates, Series 2016-2aa-O (September 29th, 2016)

This Trust Supplement No. 2016-2AA-O, dated as of September 27, 2016 (herein called the Trust Supplement), between United Airlines, Inc., a Delaware corporation (the Company), and Wilmington Trust, National Association (the Trustee), to the Pass Through Trust Agreement, dated as of October 3, 2012, between the Company (formerly known as Continental Airlines, Inc.) and the Trustee (the Basic Agreement).

TRUST SUPPLEMENT No. 2016-2aa-S Dated as of September 27, 2016 Between WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee, and UNITED AIRLINES, INC. To PASS THROUGH TRUST AGREEMENT Dated as of October 3, 2012 United Airlines Pass Through Trust 2016-2aa-S 2.875% United Airlines Pass Through Certificates, Series 2016-2aa-S (September 29th, 2016)

This Trust Supplement No. 2016-2AA-S, dated as of September 27, 2016 (herein called the Trust Supplement), between United Airlines, Inc., a Delaware corporation (the Company), and Wilmington Trust, National Association (the Trustee), to the Pass Through Trust Agreement, dated as of October 3, 2012, between the Company (formerly known as Continental Airlines, Inc.) and the Trustee (the Basic Agreement).

AMENDED AND RESTATED NOTE PURCHASE AGREEMENT Dated as of July 8, 2016 Among AMERICAN AIRLINES, INC., WILMINGTON TRUST COMPANY, as Pass Through Trustee Under Each of the Pass Through Trust Agreements WILMINGTON TRUST COMPANY, as Subordination Agent WILMINGTON TRUST, NATIONAL ASSOCIATION, as Escrow Agent and WILMINGTON TRUST COMPANY, as Paying Agent (July 12th, 2016)

This INDENTURE AND SECURITY AGREEMENT ([Reg. No.]), dated as of , 20 2, is made by and between AMERICAN AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, the 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, the Loan Trustee).

TRUST SUPPLEMENT NO. 2016-2b Dated as of July 8, 2016 Between AMERICAN AIRLINES, INC., and WILMINGTON TRUST COMPANY, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of September 16, 2014 American Airlines Pass Through Trust 2016-2b American Airlines Pass Through Certificates, Series 2016-2b (July 12th, 2016)

This TRUST SUPPLEMENT NO. 2016-2B, dated as of July 8, 2016 (as amended from time to time, the Trust Supplement), between AMERICAN AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or American) 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 September 16, 2014, between the Company and Wilmington Trust Company, a Delaware trust company (the Basic Agreement).

TRUST SUPPLEMENT No. 2016-1aa-O Dated as of June 13, 2016 Between WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee, and UNITED AIRLINES, INC. To PASS THROUGH TRUST AGREEMENT Dated as of October 3, 2012 United Airlines Pass Through Trust 2016-1aa-O 3.10% United Airlines Pass Through Certificates, Series 2016-1aa-O (June 15th, 2016)

This Trust Supplement No. 2016-1AA-O, dated as of June 13, 2016 (herein called the "Trust Supplement"), between United Airlines, Inc., a Delaware corporation (the "Company"), and Wilmington Trust, National Association (the "Trustee"), to the Pass Through Trust Agreement, dated as of October 3, 2012, between the Company (formerly known as Continental Airlines, Inc.) and the Trustee (the "Basic Agreement").

TRUST SUPPLEMENT No. 2016-1a-O Dated as of June 13, 2016 Between WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee, and UNITED AIRLINES, INC. To PASS THROUGH TRUST AGREEMENT Dated as of October 3, 2012 United Airlines Pass Through Trust 2016-1a-O 3.45% United Airlines Pass Through Certificates, Series 2016-1a-O (June 15th, 2016)

With respect to the Applicable Certificates registered in the name of a Clearing Agency or its nominee, on the Record Date prior to each Distribution Date, the Trustee will request that such Clearing Agency post on its Internet bulletin board a securities position listing setting forth the names of all Clearing Agency Participants reflected on such Clearing Agency's books as holding interests in the Applicable Certificates on such Record Date. On each Distribution Date, the Trustee will mail to each such Clearing Agency Participant the statement described above and will make available additional copies as requested by such Clearing Agency Participant for forwarding to holders of interests in the Applicable Certificates.

TRUST SUPPLEMENT No. 2016-1aa-S Dated as of June 13, 2016 Between WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee, and UNITED AIRLINES, INC. To PASS THROUGH TRUST AGREEMENT Dated as of October 3, 2012 United Airlines Pass Through Trust 2016-1aa-S 3.10% United Airlines Pass Through Certificates, Series 2016-1aa-S (June 15th, 2016)

This Trust Supplement No. 2016-1AA-S, dated as of June 13, 2016 (herein called the "Trust Supplement"), between United Airlines, Inc., a Delaware corporation (the "Company"), and Wilmington Trust, National Association (the "Trustee"), to the Pass Through Trust Agreement, dated as of October 3, 2012, between the Company (formerly known as Continental Airlines, Inc.) and the Trustee (the "Basic Agreement").

Pass Through Trust Agreement (May 26th, 2016)

This PASS THROUGH TRUST AGREEMENT, dated as of May 29, 2015 (the "Basic Agreement"), between LATAM Airlines Group S.A., an open stock corporation (sociedad anonima abierta) organized under the laws of the Republic of Chile (the "Company"), and Wilmington Trust Company, a Delaware trust company, as Trustee, is made with respect to the formation from time to time of separate LATAM 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.

TRUST SUPPLEMENT NO. 2016-2a Dated as of May 16, 2016 Between AMERICAN AIRLINES, INC., and WILMINGTON TRUST COMPANY, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of September 16, 2014 American Airlines Pass Through Trust 2016-2a American Airlines Pass Through Certificates, Series 2016-2a (May 17th, 2016)

This TRUST SUPPLEMENT NO. 2016-2A, dated as of May 16, 2016 (as amended from time to time, the Trust Supplement), between AMERICAN AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or American) 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 September 16, 2014, between the Company and Wilmington Trust Company, a Delaware trust company (the Basic Agreement).

TRUST SUPPLEMENT NO. 2016-2aa Dated as of May 16, 2016 Between AMERICAN AIRLINES, INC., and WILMINGTON TRUST COMPANY, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of September 16, 2014 American Airlines Pass Through Trust 2016-2aa American Airlines Pass Through Certificates, Series 2016-2aa (May 17th, 2016)

This TRUST SUPPLEMENT NO. 2016-2AA, dated as of May 16, 2016 (as amended from time to time, the Trust Supplement), between AMERICAN AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or American) 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 September 16, 2014, between the Company and Wilmington Trust Company, a Delaware trust company (the Basic Agreement).

NOTE PURCHASE AGREEMENT Dated as of May 16, 2016 Among AMERICAN AIRLINES, INC., WILMINGTON TRUST COMPANY, as Pass Through Trustee Under Each of the Pass Through Trust Agreements WILMINGTON TRUST COMPANY, as Subordination Agent WILMINGTON TRUST, NATIONAL ASSOCIATION, as Escrow Agent and WILMINGTON TRUST COMPANY, as Paying Agent (May 17th, 2016)

This INDENTURE AND SECURITY AGREEMENT ([Reg. No.]), dated as of , 20__2, is made by and between AMERICAN AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, the 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, the Loan Trustee).

TRUST SUPPLEMENT NO. 2016-1a Dated as of January 19, 2016 Between AMERICAN AIRLINES, INC., and WILMINGTON TRUST COMPANY, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of September 16, 2014 American Airlines Pass Through Trust 2016-1a American Airlines Pass Through Certificates, Series 2016-1a (January 21st, 2016)

This TRUST SUPPLEMENT NO. 2016-1A, dated as of January 19, 2016 (as amended from time to time, the Trust Supplement), between AMERICAN AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or American) 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 September 16, 2014, between the Company and Wilmington Trust Company, a Delaware trust company (the Basic Agreement).

TRUST SUPPLEMENT No. 2015-1a Dated as of November 17, 2015 Between WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee, and UNITED AIRLINES, INC. To PASS THROUGH TRUST AGREEMENT Dated as of October 3, 2012 United Airlines Pass Through Trust 2015-1a (November 20th, 2015)

This Trust Supplement No. 2015-1A, dated as of November 17, 2015(herein called the "Trust Supplement"), between United Airlines, Inc., a Delaware corporation (the "Company"), and Wilmington Trust, National Association (the "Trustee"), to the Pass Through Trust Agreement, dated as of October 3, 2012, between the Company (formerly known as Continental Airlines, Inc.) and the Trustee (the "Basic Agreement").

TRUST SUPPLEMENT No. 2015-1aa Dated as of November 17, 2015 Between WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee, and UNITED AIRLINES, INC. To PASS THROUGH TRUST AGREEMENT Dated as of October 3, 2012 United Airlines Pass Through Trust 2015-1aa (November 20th, 2015)

This Trust Supplement No. 2015-1AA, dated as of November 17, 2015 (herein called the "Trust Supplement"), between United Airlines, Inc., a Delaware corporation (the "Company"), and Wilmington Trust, National Association (the "Trustee"), to the Pass Through Trust Agreement, dated as of October 3, 2012, between the Company (formerly known as Continental Airlines, Inc.) and the Trustee (the "Basic Agreement").

TRUST SUPPLEMENT NO. 2015-2b Dated as of September 24, 2015 Between AMERICAN AIRLINES, INC., and WILMINGTON TRUST COMPANY, as Trustee, to PASS THROUGH TRUST AGREEMENT Dated as of September 16, 2014 American Airlines Pass Through Trust 2015-2b American Airlines Pass Through Certificates, Series 2015-2b (September 24th, 2015)

This TRUST SUPPLEMENT NO. 2015-2B, dated as of September 24, 2015 (as amended from time to time, the Trust Supplement), between AMERICAN AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the Company or American) 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 September 16, 2014, between the Company and Wilmington Trust Company, a Delaware trust company (the Basic Agreement).

NOTE PURCHASE AGREEMENT Dated as of September 24, 2015 Among AMERICAN AIRLINES, INC., WILMINGTON TRUST COMPANY, as Pass Through Trustee Under Each of the Pass Through Trust Agreements and WILMINGTON TRUST COMPANY, as Subordination Agent (September 24th, 2015)

This INDENTURE AND SECURITY AGREEMENT ([Reg. No.]), dated as of September 24, 2015, is made by and between AMERICAN AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, the 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, the Loan Trustee).