EXECUTION COPYVoting Agreement • December 21st, 2001 • Airline Investors Partnership Lp • Air transportation, scheduled • Delaware
BETWEENLoan Agreement • January 30th, 1996 • Airline Investors Partnership Lp • Air transportation, scheduled • New York
AMONGMerger Agreement • May 7th, 2002 • Airline Investors Partnership Lp • Air transportation, scheduled • Delaware
REGISTRATION RIGHTS AGREEMENT between HAWAIIAN AIRLINES, INC.Registration Rights Agreement • February 5th, 1996 • Airline Investors Partnership Lp • Air transportation, scheduled • New York
STOCKHOLDERS AGREEMENT STOCKHOLDERS AGREEMENT, dated January 31, 1996 (this "AGREEMENT"), by and among HAWAIIAN AIRLINES, INC., a Hawaii corporation (the "COMPANY"), AIRLINE INVESTORS PARTNERSHIP, L.P., a Delaware limited partnership ("AIP"), the AIR...Stockholders Agreement • February 5th, 1996 • Airline Investors Partnership Lp • Air transportation, scheduled • New York
SECURED CONVERTIBLE PROMISSORY NOTE $3,000,000 January 18, 1996 FOR VALUE RECEIVED, the undersigned HAWAIIAN AIRLINES, INC., a Hawaii corporation (the "Maker") hereby promises to pay to the order of AIRLINE INVESTORS PARTNERSHIP, L.P. ("AIP"), or its...Secured Convertible Promissory Note • January 30th, 1996 • Airline Investors Partnership Lp • Air transportation, scheduled
This Note is the Secured Convertible Promissory Note referred to in the Loan Agreement dated as of January 15 1996 (as modified and supplemented and in effect from time to time, the "Loan Agreement") between the Maker and AIP and incorporated by reference herein, and evidences Loans made by AIP thereunder. Terms used but not defined in this Note have the respective meanings assigned to them in the Loan Agreement.
EXECUTION COPY AGREEMENT AND PLAN OF MERGERMerger Agreement • December 21st, 2001 • Airline Investors Partnership Lp • Air transportation, scheduled • Delaware
Exhibit 1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER By and Among AIP GENERAL PARTNER, INC., AIP, INC., TURNWORKS ACQUISITION III, INC., and TURNWORKS, INC. Dated as of December 19, 2001 TABLE OF CONTENTSMerger Agreement • December 21st, 2001 • Airline Investors Partnership Lp • Air transportation, scheduled • Delaware
RIGHTSHOLDERS AGREEMENT RIGHTSHOLDERS AGREEMENT, dated as of January 31, 1996 (this "AGREEMENT"), by and among HAWAIIAN AIRLINES, INC., a Hawaii corporation (the "COMPANY"), AIRLINE INVESTORS PARTNERSHIP, L.P., a Delaware limited partnership ("AIP"),...Rightsholders Agreement • February 5th, 1996 • Airline Investors Partnership Lp • Air transportation, scheduled • New York
IRREVOCABLE PROXY Airline Investors Partnership, L.P. ("AIP") and Hawaiian Airlines, Inc. (the "COMPANY") have entered into a Stock Purchase Agreement, dated as of December 8, 1995 (the "STOCK PURCHASE AGREEMENT"), pursuant to which, among other...Irrevocable Proxy • February 5th, 1996 • Airline Investors Partnership Lp • Air transportation, scheduled
