Common use of Form of Secured Certificates Clause in Contracts

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINES, INC. SERIES [___] SECURED CERTIFICATE DUE [_____] ISSUED IN CONNECTION WITH THE [AIRBUS A319-114] [BOEING 757-251] AIRCRAFT BEARING UNITED STATES REGISTRATION NUMBER N[_____]. No.____ Date: [________] $__________________ INTEREST RATE MATURITY DATE [________] [________,_______] NORTHWEST AIRLINES, INC. (the "Owner"), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ (the "Principal Amount"), together with interest on the amount of the Principal Amount remaining unpaid from time to time (calculated on the basis of a year of 360 days comprised of twelve 30-day months) from the date hereof until paid in full at a rate per annum equal to the interest rate indicated above. The Principal Amount of this Secured Certificate shall be payable in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto. Accrued but unpaid interest shall be due and payable in semi-annual installments commencing [April/October 1, _____], and thereafter on [October 1] and [April 1] of each year, to and including [____________]. Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day and if such payment is made on such next succeeding Business Day, no interest shall accrue on the amount of such payment during such extension.

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINESFIRST SECURITY BANK, INCNATIONAL ASSOCIATION, AS OWNER TRUSTEE UNDER TRUST AGREEMENT [NW ____ _] DATED AS OF [_______________]. SERIES [___] NON-RECOURSE SECURED CERTIFICATE DUE [_____] ISSUED IN CONNECTION WITH THE [AIRBUS A319-114] [BOEING 757-251] AIRCRAFT BEARING UNITED STATES REGISTRATION NUMBER N[_____]. No.____ Date: :[________] $__________________ INTEREST RATE MATURITY DATE ------------- ------------- [________] [________,_______] NORTHWEST AIRLINESFIRST SECURITY BANK, INC. NATIONAL ASSOCIATION, not in its individual capacity but solely as Owner Trustee (herein in such capacity called the "OwnerOwner Trustee") under that certain Trust Agreement [NW ____ _], dated as of [_______________], between the Owner Participant named therein and FSB (herein as such Trust Agreement may be supplemented or amended from time to time called the "Trust Agreement"), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ (the "Principal Amount"), together with interest on the amount of the Principal Amount remaining unpaid from time to time (calculated on the basis of a year of 360 days comprised of twelve 30-day months) from the date hereof until paid in full at a rate per annum equal to the interest rate indicated above. The Principal Amount of this Secured Certificate shall be payable in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto. Accrued but unpaid interest shall be due and payable in semi-annual installments commencing [April/October 1, _____], and thereafter on [October 1] and [April 1] of each year, to and including [____________]. Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day and if such payment is made on such next succeeding Business Day, no interest shall accrue on the amount of such payment during such extension.

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINES, INC. SERIES [___] SECURED CERTIFICATE DUE [_____] ISSUED IN CONNECTION WITH THE [AIRBUS A319BRITISH AEROSPACE AVRO 146-114] [BOEING 757-251] RJ85A AIRCRAFT BEARING UNITED STATES REGISTRATION NUMBER N[_____]. No.____ Date: [________] $__________________ INTEREST RATE MATURITY DATE [________] [________,_______] NORTHWEST AIRLINES, INC. (the "Owner"), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ (the "Principal Amount"), together with interest on the amount of the Principal Amount remaining unpaid from time to time (calculated on the basis of a year of 360 days comprised of twelve 30-day months) from the date hereof until paid in full at a rate per annum equal to the interest rate indicated above. The Principal Amount of this Secured Certificate shall be payable in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto. Accrued but unpaid interest shall be due and payable in semi-annual installments commencing [April/October 1, _____], and thereafter on [October 1] and [April 1] of each year, to and including [____________]. Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day and if such payment is made on such next succeeding Business Day, no interest shall accrue on the amount of such payment during such extension.

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINESFIRST SECURITY BANK, INCNATIONAL ASSOCIATION, AS OWNER TRUSTEE UNDER TRUST AGREEMENT [NW 1997 J] DATED AS OF SEPTEMBER 25, 1997. SERIES [___] NON-RECOURSE SECURED CERTIFICATE DUE [_____] ISSUED IN CONNECTION WITH THE [AIRBUS A319BRITISH AEROSPACE AVRO 146-114] [BOEING 757-251] RJ85A AIRCRAFT BEARING UNITED STATES REGISTRATION NUMBER N[_____]N510XJ. No.. ____ Date: [______, ___] $______________________ INTEREST RATE MATURITY DATE ------------- ------------- [________] [________,, _______] NORTHWEST AIRLINESFIRST SECURITY BANK, INC. NATIONAL ASSOCIATION, not in its individual capacity but solely as Owner Trustee (herein in such capacity called the "OwnerOwner Trustee") under that certain Trust Agreement [NW 1997 J], dated as of September 25, 1997, between the Owner Participant named therein and the Owner Trustee (herein as such Trust Agreement may be supplemented or amended from time to time called the "Trust Agreement"), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ (the "Principal Amount"), together with interest on the amount of the Principal Amount remaining unpaid from time to time (calculated on the basis of a year of 360 days comprised of twelve 30-day months) from the date hereof until paid in full at a rate per annum equal to the interest rate Interest Rate indicated above. The Principal Amount of this Secured Certificate shall be payable in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto. Accrued but unpaid interest shall be due and payable in semi-annual installments commencing [April/October 1January 2, _____]1998, and thereafter on [October 1] July 2 and [April 1] January 2 of each year, to and including [_______, _____]. Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day and if such payment is made on such next succeeding Business Day, no interest shall accrue on the amount of such payment during such extension.

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINES, INC. SERIES [___] SECURED CERTIFICATE DUE [_____] ISSUED IN CONNECTION WITH THE [AIRBUS A319BOEING 747-114] [BOEING 757-251] 451 AIRCRAFT BEARING UNITED STATES REGISTRATION NUMBER N[_____]. No.____ Date: [________] $__________________ INTEREST RATE MATURITY DATE [________] [________,_______] NORTHWEST AIRLINES, INC. (the "Owner"), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ (the "Principal Amount"), together with interest on the amount of the Principal Amount remaining unpaid from time to time (calculated on the basis of a year of 360 days comprised of twelve 30-day months) from the date hereof until paid in full at a rate per annum equal to the interest rate Interest Rate indicated above. The Principal Amount of this Secured Certificate shall be payable in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto. Accrued but unpaid interest shall be due and payable in semi-annual installments commencing [AprilFebruary/October August 1, _____], and thereafter on [October August 1] and [April February 1] of each year, to and including [____________]. Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day and if such payment is made on such next succeeding Business Day, no interest shall accrue on the amount of such payment during such extension.

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINESXXXXX FARGO BANK NORTHEST, INCNATIONAL ASSOCIATION, AS OWNER TRUSTEE UNDER TRUST AGREEMENT [NW ____ _] DATED AS OF [________________________]. SERIES [___] NON-RECOURSE SECURED CERTIFICATE DUE [_____] ISSUED IN CONNECTION WITH THE [AIRBUS A319-114113/114] [BOEING 757-251351] [BOEING 747-451] AIRCRAFT BEARING UNITED STATES REGISTRATION NUMBER N[_____]. No.____ Date: :[________] $_____________________ INTEREST RATE MATURITY DATE [_________] [_________,_______] NORTHWEST AIRLINES, INC. _] (the "Owner"), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ (the "Principal Amount"), together with interest on the amount of the Principal Amount remaining unpaid from time to time (calculated on the basis of a year of 360 days comprised of twelve 30-day months1) from the date hereof until paid in full at a rate per annum equal to the interest rate indicated above. The Principal Amount of this Secured Certificate shall be payable [in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto] (2). Accrued but unpaid interest shall be due and payable in semi-annual installments commencing [April/October 1, _____], and thereafter on [October 1] and [April 1] of each year, to and including [____________]. [Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day and if such payment is made on such next succeeding Business Day, no interest shall accrue on the amount of such payment during such extension.]

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINESFIRST SECURITY BANK, INCNATIONAL ASSOCIATION, AS OWNER TRUSTEE UNDER TRUST AGREEMENT [NW 1997 H] DATED AS OF SEPTEMBER 25, 1997. SERIES [___] NON-RECOURSE SECURED CERTIFICATE DUE [_____] ISSUED IN CONNECTION WITH THE [AIRBUS A319BRITISH AEROSPACE AVRO 146-114] [BOEING 757-251] RJ85A AIRCRAFT BEARING UNITED STATES REGISTRATION NUMBER N[_____]N508XJ. No.. ____ Date: [______, __] $__________________ INTEREST RATE MATURITY DATE [________] [________,, _______] NORTHWEST AIRLINESFIRST SECURITY BANK, INC. NATIONAL ASSOCIATION, not in its individual capacity but solely as Owner Trustee (herein in such capacity called the "OwnerOwner Trustee") under that certain Trust Agreement [NW 1997 H], dated as of September 25, 1997, between the Owner Participant named therein and the Owner Trustee (herein as such Trust Agreement may be supplemented or amended from time to time called the "Trust Agreement"), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ (the "Principal Amount"), together with interest on the amount of the Principal Amount remaining unpaid from time to time (calculated on the basis of a year of 360 days comprised of twelve 30-day months) from the date hereof until paid in full at a rate per annum equal to the interest rate Interest Rate indicated above. The Principal Amount of this Secured Certificate shall be payable in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto. Accrued but unpaid interest shall be due and payable in semi-annual installments commencing [April/October 1January 2, _____]1998, and thereafter on [October 1] July 2 and [April 1] January 2 of each year, to and including [_______, _____]. Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day and if such payment is made on such next succeeding Business Day, no interest shall accrue on the amount of such payment during such extension.

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINESFIRST SECURITY BANK, INCNATIONAL ASSOCIATION, AS OWNER TRUSTEE UNDER TRUST AGREEMENT [NW ____ _] DATED AS OF [_______________]. SERIES [___] NON-RECOURSE SECURED CERTIFICATE DUE [_____] ISSUED IN CONNECTION WITH THE [AIRBUS A319BRITISH AEROSPACE AVRO 146-114] [BOEING 757-251] RJ85A AIRCRAFT BEARING UNITED STATES REGISTRATION NUMBER N[_____]. No.____ Date: :[________] $__________________ INTEREST RATE MATURITY DATE ------------- ------------- [________] [________,_______] NORTHWEST AIRLINESFIRST SECURITY BANK, INC. NATIONAL ASSOCIATION, not in its individual capacity but solely as Owner Trustee (herein in such capacity called the "OwnerOwner Trustee") under that certain Trust Agreement [NW ____ _], dated as of [_______________], between the Owner Participant named therein and FSB (herein as such Trust Agreement may be supplemented or amended from time to time called the "Trust Agreement"), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ (the "Principal Amount"), together with interest on the amount of the Principal Amount remaining unpaid from time to time (calculated on the basis of a year of 360 days comprised of twelve 30-day months) from the date hereof until paid in full at a rate per annum equal to the interest rate indicated above. The Principal Amount of this Secured Certificate shall be payable in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto. Accrued but unpaid interest shall be due and payable in semi-annual installments commencing [April/October 1, _____], and thereafter on [October 1] and [April 1] of each year, to and including [____________]. Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day and if such payment is made on such next succeeding Business Day, no interest shall accrue on the amount of such payment during such extension.

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINESFIRST SECURITY BANK, INCNATIONAL ASSOCIATION, AS OWNER TRUSTEE UNDER TRUST AGREEMENT [NW ____ _] DATED AS OF [_______________]. SERIES [___] NON-RECOURSE SECURED CERTIFICATE DUE [_____] ISSUED IN CONNECTION WITH THE AIRBUS [AIRBUS A320-212] [A319-114] [BOEING 757-251113] AIRCRAFT BEARING UNITED STATES REGISTRATION NUMBER N[_____]. No.____ Date: :[________] $__________________ INTEREST RATE MATURITY DATE ------------- ------------- [________] [________,_______] NORTHWEST AIRLINESFIRST SECURITY BANK, INC. NATIONAL ASSOCIATION, not in its individual capacity but solely as Owner Trustee (herein in such capacity called the "OwnerOwner Trustee") under that certain Trust Agreement [NW ____ _], dated as of [_______________], between the Owner Participant named therein and FSB (herein as such Trust Agreement may be supplemented or amended from time to time called the "Trust Agreement"), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ (the "Principal Amount"), together with interest on the amount of the Principal Amount remaining unpaid from time to time (calculated on the basis of a year of 360 days comprised of twelve 30-day months) from the date hereof until paid in full at a rate per annum equal to the interest rate indicated above. The Principal Amount of this Secured Certificate shall be payable in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto. Accrued but unpaid interest shall be due and payable in semi-annual installments commencing [AprilMarch/October September 1, _____], and thereafter on [October September 1] and [April March 1] of each year, to and including [____________]. Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day and if such payment is made on such next succeeding Business Day, no interest shall accrue on the amount of such payment during such extension.

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINESFIRST SECURITY BANK, INCNATIONAL ASSOCIATION, AS OWNER TRUSTEE UNDER TRUST AGREEMENT [NW 1997 L] DATED AS OF SEPTEMBER 25, 1997. SERIES [___] NON-RECOURSE SECURED CERTIFICATE DUE [_____] ISSUED IN CONNECTION WITH THE [AIRBUS A319BRITISH AEROSPACE AVRO 146-114] [BOEING 757-251] RJ85A AIRCRAFT BEARING UNITED STATES REGISTRATION NUMBER N[_____]N512XJ. No.. ____ Date: [______, __] $__________________ INTEREST RATE MATURITY DATE [________] [________,, _______] NORTHWEST AIRLINESFIRST SECURITY BANK, INC. NATIONAL ASSOCIATION, not in its individual capacity but solely as Owner Trustee (herein in such capacity called the "OwnerOwner Trustee") under that certain Trust Agreement [NW 1997 L], dated as of September 25, 1997, between the Owner Participant named therein and the Owner Trustee (herein as such Trust Agreement may be supplemented or amended from time to time called the "Trust Agreement"), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ (the "Principal Amount"), together with interest on the amount of the Principal Amount remaining unpaid from time to time (calculated on the basis of a year of 360 days comprised of twelve 30-day months) from the date hereof until paid in full at a rate per annum equal to the interest rate Interest Rate indicated above. The Principal Amount of this Secured Certificate shall be payable in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto. Accrued but unpaid interest shall be due and payable in semi-annual installments commencing [April/October 1January 2, _____]1998, and thereafter on [October 1] July 2 and [April 1] January 2 of each year, to and including [_______, _____]. Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day and if such payment is made on such next succeeding Business Day, no interest shall accrue on the amount of such payment during such extension.

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "“ACT"”), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINES, INC. SERIES [___[ ] SECURED CERTIFICATE DUE [_____[ ] ISSUED IN CONNECTION WITH THE [AIRBUS A319EMBRAER ERJ 000-114] [BOEING 757-251] AIRCRAFT BEARING UNITED STATES 000 XX XXXXXXXX XXXXXXX XXXXXX XXXXXX REGISTRATION NUMBER N[_____[ ]. No.____ . Date: [________[ ] $__________________ INTEREST RATE MATURITY DATE [________] [________,_______] $ NORTHWEST AIRLINES, INC. (the "“Owner"”), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ $ (the "“Principal Amount"”), together with interest on the amount of the Principal Amount remaining unpaid from time to time (calculated on the basis of a year of 360 days comprised of twelve 30-day months) from the date hereof until paid in full at a rate per annum equal to the interest rate indicated above. The Principal Amount of this Secured Certificate shall be payable in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto. Accrued but unpaid interest shall be due and payable in semi-annual installments commencing [AprilMay/October November 1, _____], and thereafter on [October November 1] and [April May 1] of each year, to and including [____________[ ]. Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day and if such payment is made on such next succeeding Business Day, no interest shall accrue on the amount of such payment during such extension.

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINESFIRST SECURITY BANK, INCNATIONAL ASSOCIATION, AS OWNER TRUSTEE UNDER TRUST AGREEMENT [NW 1997 A] DATED AS OF SEPTEMBER 25, 1997. SERIES [___] NON-RECOURSE SECURED CERTIFICATE DUE [_____] ISSUED IN CONNECTION WITH THE [AIRBUS A319BRITISH AEROSPACE AVRO 000-114] [BOEING 757-251] AIRCRAFT BEARING UNITED STATES XX00 XXXXXXXX XXXXXXX XXXXXX XXXXXX REGISTRATION NUMBER N[_____]N501XJ. No.____ Date: [______,__] $__________________ INTEREST RATE MATURITY DATE [________] [________,_______] NORTHWEST AIRLINESFIRST SECURITY BANK, INC. NATIONAL ASSOCIATION, not in its individual capacity but solely as Owner Trustee (herein in such capacity called the "OwnerOwner Trustee") under that certain Trust Agreement [NW 1997 A], dated as of September 25, 1997, between the Owner Participant named therein and the Owner Trustee (herein as such Trust Agreement may be supplemented or amended from time to time called the "Trust Agreement"), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ (the "Principal Amount"), together with interest on the amount of the Principal Amount remaining unpaid from time to time (calculated on the basis of a year of 360 days comprised of twelve 30-day months) from the date hereof until paid in full at a rate per annum equal to the interest rate Interest Rate indicated above. The Principal Amount of this Secured Certificate shall be payable in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto. Accrued but unpaid interest shall be due and payable in semi-annual installments commencing [April/October 1January 2, _____]1998, and thereafter on [October 1] July 2 and [April 1] January 2 of each year, to and including [_______, _____]. Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day and if such payment is made on such next succeeding Business Day, no interest shall accrue on the amount of such payment during such extension.

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINES, INC. SERIES [___] SECURED CERTIFICATE DUE [_____] ISSUED IN CONNECTION WITH THE [AIRBUS A319-114] [BOEING 757-251351] [AIRBUS A330-323] AIRCRAFT BEARING UNITED STATES REGISTRATION NUMBER N[_____]. No.____ Date: [________] $__________________ [INTEREST RATE MATURITY DATE [________] ]]1 [________,_______] NORTHWEST AIRLINES, INC. (the "Owner"), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ (the "Principal Amount"), together with interest on the amount of the Principal Amount remaining 1 To be inserted in the case of a Series G-2 or Series C-2 Secured Certificate. unpaid from time to time from the date hereof until paid in full at a rate per annum [for each Interest Period equal to the Debt Rate for Series [__] for such Interest Period (calculated on the basis of a year of 360 days and actual days elapsed during the period for which such amount accrues)]2 [(calculated on the basis of a year of 360 days comprised of twelve 30-30 day months) from the date hereof until paid in full at a rate per annum equal to the interest rate indicated aboveabove]3. [Interest shall be payable with respect to the first but not the last day of each Interest Period.]4 The Principal Amount of this Secured Certificate shall be payable in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto. Accrued but unpaid interest shall be due and payable in semi-annual quarterly installments commencing [AprilFebruary/October 1, _____May/August/November 20], and thereafter on [October 1February 20], [May 20], [August 20] and [April 1November 20] of each year, to and including [____________]. Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day [and such extension of time shall be included in the computation of interest payable]5 [and if such payment is made on such next succeeding Business Day, no interest shall accrue on the amount of such payment during such extensionextension]6.

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINESWELLS FARGO BANK NORTHWEST, INCNATIONAL ASSOCIATION, AS OWNER TRUSTEX XXXER TRUST AGREEMENT [NW ____ _] DATED AS OF [______________]. SERIES [___] NON-RECOURSE SECURED CERTIFICATE DUE [_____] ISSUED IN CONNECTION WITH THE [AIRBUS A319A330-114] [BOEING 323][BOEING 757-251351] AIRCRAFT BEARING UNITED STATES REGISTRATION NUMBER N[_____]. No.____ Date: :[________] $__________________ INTEREST RATE MATURITY DATE [________] [______,__,___] WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, not in its indixxxxxl capacity but solely as Owner Trustee (herein in such capacity called the "Owner Trustee") under that certain Trust Agreement [NW ____ _], dated as of [_______] NORTHWEST AIRLINES________], INC. between the Owner Participant named therein and WELLS FARGO (herein as such Trust Agreement may be supplemented ox xxxnded from time to time called the "OwnerTrust Agreement"), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ (the "Principal Amount"), together with interest on the amount of the Principal Amount remaining unpaid from time to time (calculated on the basis of a year of 360 days comprised of twelve 30-day months) from the date hereof until paid in full at a rate per annum equal to the interest rate indicated above. The Principal Amount of this Secured Certificate shall be payable in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto. Accrued but unpaid interest shall be due and payable in semi-annual quarterly installments commencing [AprilFebruary/October 1May/August/November 20, _____], and thereafter on [October 1February 20], [May 20], [August 20] and [April 1November 20] of each year, to and including [____________]. Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day and if such payment is made on such next succeeding Business Day, no interest shall accrue on the amount of such payment during such extension.

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINES, INC. SERIES [___] SECURED CERTIFICATE DUE [_____] ISSUED IN CONNECTION WITH THE AIRBUS [AIRBUS 320-212] [A319-114] [BOEING 757-251113] AIRCRAFT BEARING UNITED STATES REGISTRATION NUMBER N[_____]. No.____ Date: [________] $__________________ INTEREST RATE MATURITY DATE [________] [________,_______] NORTHWEST AIRLINES, INC. (the "Owner"), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ (the "Principal Amount"), together with interest on the amount of the Principal Amount remaining unpaid from time to time (calculated on the basis of a year of 360 days comprised of twelve 30-day months) from the date hereof until paid in full at a rate per annum equal to the interest rate indicated above. The Principal Amount of this Secured Certificate shall be payable in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto. Accrued but unpaid interest shall be due and payable in semi-annual installments commencing [AprilMarch/October September 1, _____], and thereafter on [October September 1] and [April March 1] of each year, to and including [____________]. Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day and if such payment is made on such next succeeding Business Day, no interest shall accrue on the amount of such payment during such extension.

Form of Secured Certificates. The Secured Certificates shall be substantially in the form set forth below: THIS SECURED CERTIFICATE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE. ACCORDINGLY, THIS SECURED CERTIFICATE MAY NOT BE SOLD UNLESS EITHER REGISTERED UNDER THE ACT AND SUCH APPLICABLE STATE LAWS OR AN EXEMPTION FROM SUCH REGISTRATIONS IS AVAILABLE. NORTHWEST AIRLINES, INC. SERIES [___[ ] SECURED CERTIFICATE DUE [_____[ ] ISSUED IN CONNECTION WITH THE [AIRBUS A319-114113/114] [BOEING 757AIRBUS A320-251212] AIRCRAFT BEARING UNITED STATES REGISTRATION NUMBER N[_____[ ]. No.____ . Date: [________[ ] $__________________ INTEREST RATE MATURITY DATE [________] [________,_______] $ NORTHWEST AIRLINES, INC. (the "Owner"), hereby promises to pay to ___________, or the registered assignee thereof, the principal sum of $_________ $ (the "Principal Amount"), together with interest on the amount of the Principal Amount remaining unpaid from time to time (calculated on the basis of a year of 360 days comprised of twelve 30-day months) from the date hereof until paid in full at a rate per annum for each Interest Period equal to the interest rate indicated aboveDebt Rate for Series [ ] for such Interest Period (calculated on the basis of a year of 360 days and actual days elapsed during the period for which such amount accrues). The Principal Amount of this Secured Certificate shall be payable in installments on the dates set forth in Schedule I hereto equal to the corresponding percentage of the Principal Amount of this Secured Certificate set forth in Schedule I hereto. Accrued but unpaid interest shall be due and payable in semi-annual quarterly installments commencing [April/October 1, _____on [ ], and thereafter on [October 1February 6], [May 6], [August 6] and [April 1November 6] of each year, to and including [____________[ ]. Interest shall be payable with respect to the first but not the last day of each Interest Period. Notwithstanding the foregoing, the final payment made on this Secured Certificate shall be in an amount sufficient to discharge in full the unpaid Principal Amount and all accrued and unpaid interest on, and any other amounts due under, this Secured Certificate. Notwithstanding anything to the contrary contained herein, if any date on which a payment under this Secured Certificate becomes due and payable is not a Business Day then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business Day and if such payment is made on such next succeeding Business Day, no extension of time shall be included in the computation of interest shall accrue on the amount of such payment during such extensionpayable.