B) Section 3.3.9 of Annex A to the Purchase Agreement is hereby amended to substitute "[* ]" for "[* ]" therein. C) Section 3.5 of Annex A to the Purchase Agreement is hereby amended to add the following sentence to the end thereof:Purchase Agreement • November 16th, 1998 • Asa Holdings Inc • Air transportation, scheduled
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • March 10th, 1999 • Asa Holdings Inc • Air transportation, scheduled • Georgia
by and amongCredit Agreement • August 13th, 1998 • Asa Holdings Inc • Air transportation, scheduled • Georgia
Exhibit 24 MEMORANDUM OF UNDERSTANDING --------------------------- This MEMORANDUM OF UNDERSTANDING is entered into as of March 9, 1999 among the plaintiffs ("Plaintiffs") in the Action (as defined herein), ASA Holdings, Inc. ("ASA"), the members of...Memorandum of Understanding • March 10th, 1999 • Asa Holdings Inc • Air transportation, scheduled • Georgia
dated as ofMerger Agreement • February 22nd, 1999 • Asa Holdings Inc • Air transportation, scheduled • Georgia
EXHIBIT 10 RETENTION AGREEMENT RETENTION AGREEMENT, dated as of February 15, 1999 by and between ASA Holdings, Inc., a Georgia corporation ("Company") and Ronald V. Sapp (the "Employee"). WHEREAS, the Employee is a key employee of Company; and...Retention Agreement • February 22nd, 1999 • Asa Holdings Inc • Air transportation, scheduled • Georgia
EXHIBIT 16 FORM OF INDEMNITY AGREEMENT OF DIRECTOR AGREEMENT, effective as of February ___, 1999, between ASA HOLDINGS, INC., a Georgia corporation (the "Company"), and ________________ (the "Indemnitee"), whose principal residence address is...Indemnification & Liability • February 22nd, 1999 • Asa Holdings Inc • Air transportation, scheduled • Georgia
EXHIBIT 15 FORM OF INDEMNITY AGREEMENT OF EXECUTIVE OFFICER AGREEMENT, effective as of February ___, 1999, between ASA HOLDINGS, INC., a Georgia corporation (the "Company"), and ____________________ (the "Indemnitee"), whose principal residence...Indemnification Agreement • February 22nd, 1999 • Asa Holdings Inc • Air transportation, scheduled • Georgia
TERM SHEETEmployment Agreement • February 22nd, 1999 • Asa Holdings Inc • Air transportation, scheduled
dated as ofCredit Agreement • March 31st, 1997 • Asa Holdings Inc • Air transportation, scheduled • New York
EXHIBIT 14 STOCK AGREEMENT THIS STOCK AGREEMENT (the "Agreement") is made and executed this 17th day of March, 1997, by and among DELTA AIR LINES, INC., a Delaware corporation ("Delta"), DELTA AIR LINES HOLDINGS, INC., a Delaware corporation ("Delta...Stock Agreement • February 22nd, 1999 • Asa Holdings Inc • Air transportation, scheduled • Georgia
1 EXHIBIT 10(l) CREDIT AGREEMENTCredit Agreement • March 31st, 1997 • Asa Holdings Inc • Air transportation, scheduled • Georgia
DELTA CONNECTION AGREEMENT ---------Delta Connection Agreement • February 22nd, 1999 • Asa Holdings Inc • Air transportation, scheduled • Georgia
WITNESSETH:Credit Agreement • March 25th, 1999 • Asa Holdings Inc • Air transportation, scheduled
February 22, 1999 To the Shareholders of ASA Holdings, Inc.: On February 15, 1999, ASA Holdings, Inc. (the "Company") entered into an Agreement and Plan of Merger (the "Merger Agreement") with Delta Air Lines, Inc., a Delaware corporation ("Delta"),...Merger Agreement • February 22nd, 1999 • Asa Holdings Inc • Air transportation, scheduled
On February 15, 1999, ASA Holdings, Inc. (the "Company") entered into an Agreement and Plan of Merger (the "Merger Agreement") with Delta Air Lines, Inc., a Delaware corporation ("Delta"), and its wholly-owned indirect subsidiary Delta Sub, Inc., a Georgia corporation ("Purchaser"), that provides for the acquisition of all of the common stock, par value $0.10 per share, of the Company (the "Shares" or, individually, a "Share") by Purchaser at a price of $34.00 per Share net to the seller in cash. Under the terms of the proposed transaction, Purchaser has commenced a tender offer (the "Offer") for all outstanding Shares at a price of $34.00 per Share net to the seller in cash. The Offer is currently scheduled to expire at 12:00 midnight, Eastern Standard Time, on March 19, 1999, unless extended.
CREDIT AGREEMENT dated as of June 15, 1990 betweenCredit Agreement • March 31st, 1997 • Asa Holdings Inc • Air transportation, scheduled • Georgia
dated as ofCredit Agreement • March 31st, 1997 • Asa Holdings Inc • Air transportation, scheduled • Georgia
WITNESSETH: ----------Founding Officer Agreement • February 22nd, 1999 • Asa Holdings Inc • Air transportation, scheduled • Georgia
AMENDMENT TO CONNECTION CARRIER AGREEMENT THIS AMENDMENT (the "Amendment"), dated as of August 1, 1994, between DELTA AIR LINES, INC., having its principal place of business located at Hartsfield Atlanta International Airport, Atlanta, Georgia...Connection Carrier Agreement • November 26th, 1997 • Asa Holdings Inc • Air transportation, scheduled • Georgia
Exhibit 19 CONFIDENTIALITY AGREEMENT ------------------------- THIS CONFIDENTIALITY AGREEMENT (the "Agreement") is made and entered into this 9th day of February, 1999, by and between ASA HOLDINGS, INC., a Georgia corporation ("Holdings") and DELTA...Confidentiality Agreement • February 22nd, 1999 • Asa Holdings Inc • Air transportation, scheduled • Delta
1 EXHIBIT 10(K) CREDIT AGREEMENTCredit Agreement • March 31st, 1997 • Asa Holdings Inc • Air transportation, scheduled • Georgia
