INTERCREDITOR AGREEMENT Dated as of January 25, 2011 among U.S. BANK TRUST NATIONAL ASSOCIATION as Trustee of the American Airlines Pass Through Trust 2011-1A and American Airlines Pass Through Trust 2011-1B NATIXIS S.A., ACTING VIA ITS NEW YORK...Intercreditor Agreement • January 25th, 2011 • Amr Corp • Air transportation, scheduled • New York
This INTERCREDITOR AGREEMENT, dated as of January 25, 2011, 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); NATIXIS S.A., a societé anonyme organized under the laws of France, acting via its New York Branch (“Natixis”), as Class A Liquidity Provider and Class B 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”).
REVOLVING CREDIT AGREEMENT (2011-1A) Dated as of January 25, 2011 between U.S. BANK TRUST NATIONAL ASSOCIATION, as Subordination Agent, as agent and trustee for the trustee of American Airlines Pass Through Trust 2011-1A, as Borrower and NATIXIS S.A.,...Revolving Credit Agreement • January 25th, 2011 • Amr Corp • Air transportation, scheduled • New York
AMERICAN AIRLINES, INC. Pass Through Certificates, Series 2011-1 UNDERWRITING AGREEMENTUnderwriting Agreement • January 25th, 2011 • Amr Corp • Air transportation, scheduled • New York
American Airlines, Inc., a Delaware corporation (the “Company”), and wholly-owned subsidiary of AMR Corporation, a Delaware corporation (the “Guarantor” and, together with the Company, the “Issuers”), proposes that U.S. Bank Trust National Association, a national banking association (“U.S. Bank”) (as successor to State Street Bank and Trust Company of Connecticut, National Association), acting not in its individual capacity but solely as successor pass through trustee (the “Trustee”) under the Pass Through Trust Agreement, dated as of March 21, 2002 (the “Basic Agreement”), as supplemented for the Company’s Pass Through Certificates, Series 2011-1A (the “Class A Certificates”) and the Company’s Pass Through Certificates, Series 2011-1B (the “Class B Certificates” and, together with the Class A Certificates, the “Certificates”) to be purchased hereunder by a Trust Supplement No. 2011-1A (the “Class A Trust Supplement”) and a Trust Supplement No. 2011-1B (the “Class B Trust Supplement”),
GUARANTEE From AMR CORPORATION as Guarantor to as Pass Through Trustee under each of the two separate Pass Through Trust Agreements, Subordination Agent and Loan Trustee Dated as of January 25, 2011 American Airlines Pass Through Trust 2011-1A...Guarantee • January 25th, 2011 • Amr Corp • Air transportation, scheduled • New York
This Guarantee (this “Guarantee”), made and entered into as of January 25, 2011, from AMR CORPORATION, a corporation duly organized and existing under the laws of the State of Delaware and having its principal office at 4333 Amon Carter Boulevard, Fort Worth, Texas 76155, as guarantor (the “Guarantor”), to U.S. BANK TRUST NATIONAL ASSOCIATION, in its individual capacity (“U.S. Bank Trust”) and as Pass Through Trustee under each of the two separate Pass Through Trust Agreements, Subordination Agent, and Loan Trustee (collectively, together with their successors and permitted assigns (including any subsequent holder of any Guaranteed Equipment Note (as defined below)), the “Beneficiaries” and, individually, a “Beneficiary”).
INDENTURE AND SECURITY AGREEMENT ([Reg. No.]) Dated as of __________ ___, 20___1 between AMERICAN AIRLINES, INC., and U.S. BANK TRUST NATIONAL ASSOCIATION, as Loan Trustee One Boeing [Model] (Generic Manufacturer and Model [Generic Manufacturer and...Indenture and Security Agreement • January 25th, 2011 • Amr Corp • Air transportation, scheduled • New York
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 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, the “Loan Trustee”).
NOTE PURCHASE AGREEMENT Dated as of January 25, 2011 among AMERICAN AIRLINES, INC., andNote Purchase Agreement • January 25th, 2011 • Amr Corp • Air transportation, scheduled • New York
This NOTE PURCHASE AGREEMENT, dated as of January 25, 2011, is made by and among (i) AMERICAN AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, the “Company”), (ii) U.S. BANK TRUST NATIONAL ASSOCIATION (“U.S. Bank”), a national banking association, not in its individual capacity except as otherwise expressly provided herein, but solely as trustee (in such capacity, together with any successor in interest and any successor or other trustee appointed as provided in the applicable Pass Through Trust Agreement (as defined below), the “Pass Through Trustee”) under each of the two separate Pass Through Trust Agreements, (iii) U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, as subordination agent and trustee (in such capacity together with its successors in such capacity, the “Subordination Agent”) under the Intercreditor Agreement (as defined below), (iv) U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Escrow
TRUST SUPPLEMENT NO. 2011-1B Dated as of January 25, 2011 among AMERICAN AIRLINES, INC., AMR CORPORATION, and U.S. BANK TRUST NATIONAL ASSOCIATION, as Trustee, To PASS THROUGH TRUST AGREEMENT Dated as of March 21, 2002 American Airlines Pass Through...Pass Through Trust Agreement • January 25th, 2011 • Amr Corp • Air transportation, scheduled • New York
This TRUST SUPPLEMENT NO. 2011-1B, dated as of January 25, 2011 (as amended from time to time, the “Trust Supplement”), among 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”), AMR CORPORATION, a Delaware corporation and parent of American (together with any successor in interest pursuant to Section 8.01 of this Trust Supplement, the “Parent”), 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 March 21, 2002, 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”).
