Central North Airport Group Sample Contracts
AND THE BANK OF NEW YORK as Depositary AND OWNERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement Dated as of _________, 2006Deposit Agreement • November 15th, 2006 • Central North Airport Group • New York
Standard Contracts
GRUPO AEROPORTUARIO DEL CENTRO NORTE, S.A.B. de C.V. AND THE BANK OF NEW YORK as Depositary AND OWNERS OF AMERICAN DEPOSITARY SHARESDeposit Agreement • November 22nd, 2006 • Central North Airport Group • Airports, flying fields & airport terminal services • New York
TECHNICAL ASSISTANCE AND TRANSFER OF TECHNOLOGY AGREEMENTTechnical Assistance and Transfer of Technology Agreement • November 15th, 2006 • Central North Airport Group
The terms defined in the Participation Agreement executed on this date by and between the Federal Government, the companies that comprise the Airport Group, the Strategic Partner, and the Partners of the Strategic Partner, among other parties, shall have the same meaning in this Agreement, except as otherwise defined in this Agreement. Likewise, the terms defined below shall have the following meaning ascribed to them:
83,513,040 Shares of Series B Common Stock (without par value) of Grupo Aeroportuario del Centro Norte, S.A.B. de C.V. in the form of American Depositary Shares or series B shares FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • November 22nd, 2006 • Central North Airport Group • Airports, flying fields & airport terminal services • New York
Grupo Aeroportuario del Centro Norte, S.A.B. de C.V. 36,000,000 Series B Shares (without par value) of Grupo Aeroportuario del Centro Norte, S.A.B. de C.V. directly or in the form of American Depositary Shares UNDERWRITING AGREEMENTUnderwriting Agreement • July 16th, 2013 • Central North Airport Group • Airports, flying fields & airport terminal services • New York
shares, without par value, of the Company (the “Series B Shares”), directly or in the form of American Depositary Shares (the “ADSs”). The Series B Shares, including any ADSs representing such Series B Shares, to be purchased by the Underwriters as set forth in this Underwriting Agreement (the “Agreement”) are hereinafter called, collectively, the “International Firm Shares.” The Selling Shareholder also proposes to sell to the Underwriters, at the option of the Underwriters and as set forth in this Agreement, an aggregate of not more than an additional 5,400,000 Series B Shares directly or in the form of ADSs (the “International Option Shares,” and together with the International Firm Shares, hereinafter called the “International Shares”). The ADSs are to be evidenced by American Depositary Receipts (the “ADRs”) issued pursuant to a Deposit Agreement, effective as of December 27, 2012 (the “Deposit Agreement”), among the Company, JPMorgan Chase Bank, N.A., as Depositary (the “Deposita
OPTION AGREEMENTOption Agreement • November 15th, 2006 • Central North Airport Group
WHEREAS the Issuing Company and the Strategic Partner, among others, have executed a Participation Agreement on this same date; the Issuing Company, subject to the terms and conditions of such Participation Agreement, has agreed, through the authorization of a shareholders meeting, to grant to the Strategic Partner an option for the subscription and payment of the Optional Shares.
STOCK PURCHASE AGREEMENTStock Purchase Agreement • November 15th, 2006 • Central North Airport Group
The terms defined in the Participation Agreement executed on this date by and between the Federal Government, the companies that constitute the Airport Group, the Strategic Partner and the Partners of the Strategic Partner, among other parties, shall have the same meaning in this Agreement, except as otherwise defined in this Agreement. Likewise, the terms defined below shall have the meanings ascribed to them:
FORM OF AMENDMENT AGREEMENT TO THE TECHNICAL ASSISTANCE AGREEMENTTechnical Assistance Agreement • November 22nd, 2006 • Central North Airport Group • Airports, flying fields & airport terminal services
AMENDMENT AGREEMENT (HEREINAFTER THE “AGREEMENT”) TO THE TECHNICAL ASSISTANCE AND TECHNOLOGICAL TRANSFER AGREEMENT (HEREINAFTER THE “TECHNICAL ASSISTANCE AGREEMENT”) DATED AS OF JUNE 14, 2000 ENTERED INTO BY GRUPO AEROPORTUARIO DEL CENTRO NORTE, S.A. DE C.V. (HEREINAFTER THE “CONTROLLING COMPANY”), SERVICIOS AEROPORTUARIOS DEL CENTRO NORTE, S.A. DE C.V. (HEREINAFTER THE “SERVICES COMPANY”), AEROPUERTO DE ACAPULCO, S.A. DE C.V., AEROPUERTO DE CHIHUAHUA, S.A. DE C.V., AEROPUERTO DE CIUDAD JUAREZ, S.A. DE C.V., AEROPUERTO DE CULIACÁN, S.A. DE C.V., AEROPUERTO DE DURANGO, S.A. DE C.V., AEROPUERTO DE MAZATLÁN, S.A. DE C.V., AEROPUERTO DE MONTERREY, S.A. DE C.V., AEROPUERTO DE REYNOSA, S.A. DE C.V., AEROPUERTO DE TAMPICO, S.A. DE C.V., AEROPUERTO DE TORREON, S.A. DE C.V., AEROPUERTO DE SAN LUIS POTOSÍ, S.A. DE C.V., AEROPUERTO DE ZACATECAS, S.A. DE C.V., AND AEROPUERTO DE ZIHUATANEJO, S.A. DE C.V. (JOINTLY HEREINAFTER THE “CONCESSIONAIRE COMPANIES”) AND BY THE OTHER SIDE OPERADORA MEXICANA D
THE BANK OF NEW YORKDeposit Agreement • November 15th, 2006 • Central North Airport Group
Re: Deposit Agreement dated as of ____________, 2006 (the “Deposit Agreement”) among Aeroportuario del Centro Norte, S.A.B. de C.V. (the “Company”), The Bank of New York, as Depositary (the “Depositary”), and all Owners from time to time of American Depositary Shares issued thereunder
FORM OF SECOND AMENDMENT AGREEMENT TO THE PARTICIPATION AGREEMENTSecond Amendment Agreement • November 22nd, 2006 • Central North Airport Group • Airports, flying fields & airport terminal services
SECOND AMENDMENT AGREEMENT (HEREINAFTER “AGREEMENT”) TO THE PARTICIPATION AGREEMENT DATED JUNE 14, 2000, AMENDED ON DECEMBER 21, 2005 (HEREINAFTER “PARTICIPATION AGREEMENT”), ENTERED INTO BY AND AMONG THE FEDERAL GOVERNMENT OF THE UNITED STATES OF MÉXICO (HEREINAFTER “FEDERAL GOVERNMENT”), BY THE MINISTRY OF COMMUNICATIONS AND TRANSPORTATION (“SCT”), NACIONAL FINANCIERA, S.N.C., DIRECCIÓN FIDUCIARIA IN ITS CAPACITY AS TRUSTEE UNDER THE TRUST NUMBER 5111-3 (“NAFIN”), GRUPO AEROPORTUARIO DEL CENTRO NORTE, S.A. DE C.V. (HEREINAFTER “CONTROLLING CORPORATION”), SERVICIOS AEROPORTUARIOS DEL CENTRO NORTE, S.A. DE C.V. (HEREINAFTER “SERVICES CORPORATION, SOCIEDAD DE SERVICIOS”), THE CONCESSIONARY CORPORATIONS, SERVICIOS DE TECNOLOGÍA AEROPORTUARIA, S.A. DE C.V. (FORMERLY OPERADORA MEXICANA DE AEROPUERTOS, S.A. DE C.V.) (HEREINAFTER “SETA” OR THE “STRATEGIC PARTNER”) AEROINVEST, S.A. DE C.V. (FORMERLY CONSTRUCTORAS ICA, S.A. DE C.V.) (HEREINAFTER “AEROINVEST”), AND AÉROPORTS DE PARIS MANAGEMENT
FORM OF SECOND AMENDMENT AGREEMENT TO THE TRUST AGREEMENTSecond Amendment Agreement to the Trust Agreement • November 22nd, 2006 • Central North Airport Group • Airports, flying fields & airport terminal services
SECOND AMENDMENT AGREEMENT (the "Agreement") TO THE TRUST AGREEMENT DATED JUNE 14, 2000 AND AMENDED ON DECEMBER 21, 2005 (THE “TRUST AGREEMENT”), ENTERED INTO BY AND AMONG SERVICIOS DE TECNOLOGÍA AEROPORTUARIA, S.A. DE C.V. (FORMERLY OPERADORA MEXICANA DE AEROPUERTOS, S.A. DE C.V.) (THE “STRATEGIC PARTNER”) AS TRUSTOR—BENEFICIARY, GRUPO AEROPORTUARIO DEL CENTRO NORTE, S.A. DE C.V. (THE “CONTROLLING COMPANY”), AS SECOND BENEFICIARY AND BANCO NACIONAL DE COMERCIO EXTERIOR, S.N.C., DIVISIÓN FIDUCIARIA (THE “TRUSTEE”), AS TRUSTEE, ENTERED INTO BY THE STRATEGIC PARTNER, REPRESENTED BY LUIS ZARATE ROCHA, THE TRUSTEE REPRESENTED BY CARLOS FLORES SALINAS AND THE CONTROLLING COMPANY REPRESENTED BY RUBEN LOPEZ BARRERA, PURSUANT TO THE FOLLOWING DEFINITIONS, PRECEDENTS, REPRESENTATIONS AND CLAUSES.
THIRD AMENDMENT AGREEMENT TO THE TECHNICAL ASSISTANCE AND TRANSFER OF TECHNOLOGY AGREEMENTTechnical Assistance and Transfer of Technology Agreement • April 30th, 2021 • Central North Airport Group • Airports, flying fields & airport terminal services
FIRST. Definitions. The following terms in capital letters and not otherwise defined herein shall have the meanings attributed to them in the Second Amendment Agreement, as amended in its entirety by Clause Two and Exhibit A of this Agreement.
TECHNICAL ASSISTANCE AND TRANSFER OF TECHNOLOGY SERVICES AGREEMENT (THE “CONTRACT”), DATED APRIL 13, 2015, CELEBRATED BY: Pursuant to the following Statements and Clauses:Technical Assistance and Transfer of Technology Services Agreement • April 28th, 2016 • Central North Airport Group • Airports, flying fields & airport terminal services
or administrative resolution. Furthermore, it has obtained all and each of the authorizations required to celebrate this Contract.
ContractLease Agreement • June 11th, 2009 • Central North Airport Group • Airports, flying fields & airport terminal services • Ciudad de México
THIS LEASE AGREEMENT EXECUTED BETWEEN AEROPUERTO INTERNACIONAL DE LA CIUDAD DE MÉXICO, S.A. DE C.V., HEREINAFTER "THE LESSOR" OR "AICM", INDISTINCTLY, REPRESENTED BY YOLANDA EMMA OLIVO ARROYO, IN HER CAPACITY OF LEGAL REPRESENTATIVE, AND CONSORCIO GRUPO HOTELERO T2, S.A. DE C.V. (FORMED BY HOLDING CONSORCIO GRUPO HOTELERO T2, S.A. DE C.V., CUMSA INMOBILIARIA, S.A. DE C.V., CONSTRUCTORA ESTRELLA, S.A. DE C.V. AND NACIONAL HISPANA HOTELES, S. DE R.L. DE C.V.), THAT HEREINAFTER SHALL BE NAMED AS "THE LESSEE", REPRESENTED BY THE GENTLEMEN ARIE AARON BECKER FELDMAN AS A COMPANY LEGAL REPRESENTATIVE, JOSÉ LORENZO FERNANDO CRAVIOTO ORTIZ Y ALFONSO MUÑOZ ALCARAZ AS B COMPANY LEGAL REPRESENTATIVES, VÍCTOR MANUEL GAMBA ARELLANO AS C COMPANY LEGAL REPRESENTATIVE, FRANCISCO MEDINA ELIZALDE AS LEGAL D COMPANY REPRESENTATIVE, ALL OF THEM IN THEIR CAPACITY AS LEGAL REPRESENTATIVES OF "THE LESSEE", UNDER THE FOLLOWING STATEMENTS AND CLAUSES:
Grupo Aeroportuario del Centro Norte, S.A.B. de C.V. Common Stock in the form of American Depositary Shares and Series B Shares INTERSYNDICATE AGREEMENT BETWEEN THE INTERNATIONAL UNDERWRITERS AND THE MEXICAN UNDERWRITERSInter-Syndicate Agreement • November 15th, 2006 • Central North Airport Group • New York
AGREEMENT dated [ ], 2006 by and between (a) Citigroup Global Markets Inc., as representative (the “International Representative”) of the several international underwriters (the “International Underwriters”) named in Schedule A to the Underwriting Agreement among the International Underwriters, Grupo Aeroportuario del Centro Norte, S.A.B. de C.V. (the “Company”) and, as so indicated therein, Nacional Financiera, S.N.C., acting in its capacity as trustee pursuant to instructions from the Mexican Secretaría de Comunicaciones y Transporte (the “Selling Stockholder”), dated the date hereof (the “Underwriting Agreement”), and (b) Acciones y Valores Banamex, S.A. de C.V., Casa de Bolsa, Integrante del Grupo Financiero Banamex (“Accival”), as representative (the “Mexican Representative”) of any other Mexican underwriters (the “Mexican Underwriters”) named in the Mexican Underwriting Agreement or any schedule thereto, dated the date hereof (the “Mexican Underwriting Agreement;” the Underwritin
AMENDMENT TO PARTICIPATION AGREEMENTParticipation Agreement • November 15th, 2006 • Central North Airport Group
AMENDMENT AGREEMENT (THE “AGREEMENT”) TO THE PARTICIPATION AGREEMENT DATED JUNE 14, 2000 (THE “PARTICIPATION AGREEMENT”) ENTERED INTO BY AND AMONG THE FEDERAL GOVERNMENT OF THE UNITED MEXICAN STATES (THE “FEDERAL GOVERNMENT”), THROUGH THE DEPARTMENT OF COMMUNICATIONS AND TRANSPORTS (“SCT”), NACIONAL FINANCIERA, S.N.C., TRUST DIVISION IN ITS CAPACITY AS TRUSTEE UNDER TRUST NUMBER 5111-3 (“NAFIN”), GRUPO AEROPORTUARIO DEL CENTRO NORTE, S.A. DE C.V. (THE “holding COMPANY”), SERVICIOS AERPORTUARIOS DEL CENTRO NORTE, S.A. DE C.V. (THE “SERVICE COMPANY”), THE CONCESSION COMPANIES, SERVICIOS DE TECNOLOGIA AEROPORTUARIA, S.A. DE C.V (FORMERLY KNOWN AS OPERADORA MEXICANA DE AEROPUERTOS S.A. DE C.V. (THE “STRATEGIC PARTNER”), CONSTRUCTORAS ICA, S.A. DE C.V. (CURRENTLY AEROINVEST, S.A. DE C.V. (“AEROINVEST”)) AND AEROPORTS DE PARIS (“ADP”) WITH THE APPEARANCE OF BANCO NACIONAL DE COMERCIO EXTERIOR, S.N.C., TRUST DIVISION (THE “TRUSTEE”), ENTERED INTO BY AND AMONG THE FEDERAL GOVERNMENT THROUGH SC
JOINT FILING AGREEMENTJoint Filing Agreement • April 26th, 2012 • Central North Airport Group • Airports, flying fields & airport terminal services
THIS JOINT FILING AGREEMENT (this “Agreement”) is made and entered into as of this 26th day of April 2012, by and among Bernardo Quintana Isaac, Alexandra Kawage de Quintana, Ana Alejandra Quintana Kawage, Alonso Quintana Kawage, Diego Quintana Kawage, Maria Andrea Cecilia Quintana Kawage, Rodrigo A. Quintana Kawage and Jeronimo Quintana Kawage.
PARTICIPATION AGREEMENTParticipation Agreement • November 15th, 2006 • Central North Airport Group
PARTICIPATION AGREEMENT ENTERED INTO AS OF JUNE 14, 2000 BY AND AMONG THE FEDERAL GOVERNMENT OF THE UNITED MEXICAN STATES (HEREINAFTER, THE “FEDERAL GOVERNMENT”) THROUGH THE MINISTRY OF COMMUNICATIONS AND TRANSPORTATION (HEREINAFTER, “SCT”), NACIONAL FINANCIERA, SOCIEDAD NACIONAL DE CREDITO, TRUST DEPARTMENT (HEREINAFTER, “NAFIN”), GRUPO AEROPORTUARIO DEL CENTRO NORTE, S.A. DE C.V. (HEREINAFTER THE “HOLDING COMPANY”), SERVICIOS AEROPORTUARIOS DEL CENTRO NORTE, S.A. DE C.V. (HEREINAFTER, THE “SERVICE COMPANY”), AEROPUERTO DE ACAPULCO, S.A. DE C.V., AEROPUERTO DE CHIHUAHUA, S.A. DE C.V., AEROPUERTO DE CIUDAD JUAREZ, S.A. DE C.V., AEROPUERTO DE CULIACAN, S.A. DE C.V., AEROPUERTO DE DURANGO, S.A. DE C.V., AEROPUERTO DE MAZATLAN, S.A. DE C.V., AEROPUERTO DE MONTERREY, S.A. DE C.V., AEROPUERTO DE REYNOSA, S.A. DE C.V., AEROPUERTO DE TAMPICO, S.A. DE C.V., AEROPUERTO DE TORREON, S.A. DE C.V., AEROPUERTO DE SAN LUIS POTOSI, S.A. DE C.V., AEROPUERTO DE ZACATECAS, S.A. DE C.V. AND AEROPUERTO DE
Termination Agreement in respect of Shareholders AgreementTermination Agreement • November 15th, 2006 • Central North Airport Group
The terms defined in the Shareholders Agreement and in the Participation Agreement and its exhibits executed on June 14, 2000 (the “Participation Agreement”), as amended by the Amendment Agreement executed on the date hereof by and among the SCT, the companies that part of the Airport Group, the Strategic Partner and the Partners of the Strategic Partner, among other parties, shall have the same meaning attributed to them thereunder on this Agreement, unless defined otherwise.
ContractTrust Management Agreement • April 28th, 2016 • Central North Airport Group • Airports, flying fields & airport terminal services
TRUST MANAGEMENT AGREEMENT AND SOURCE OF PAYMENT IDENTIFIED THE NUMBER 2529, DATED SEPTEMBER 15, 2015, CELEBRATED BETWEEN SERVICIOS DE TECNOLOGIA AEROPORTUARIA, S.A. DE C.V., AS TRUSTOR AND SECONDARY BENEFICIARY (IN SUCH CAPACITY, “TRUSTOR” OR “SECONDARY BENEFICIARY”), REPRESENTED IN THIS ACT BY VICTOR HUMBERTO BRAVO MARTIN AND STEPHANE LAUREN CHRISTIAN LEMOINE; BANCO INVEX, S.A., INSTITUCION DE BANCA MULTIPLE, INVEX GRUPO FINANCIERO, FIDUCIARIO, EXLUSIVELY AS TRUSTEE (IN SUCH CAPACITY, THE “FIDUCIARY”) REPRESENTED IN THIS ACT BY ITS DEPUTY TRUSTEES RICARDO CALDERON ARROYO Y MAURICIO RANGEL LAISEQUILLA; AND AEROPORTS DE PARIS MANAGEMENT, S.A., AS PRIMARY BENEFICIARY (THE “PRIMARY BENEFICIARY”) REPRESENTED IN THIS ACT BY STEPHANE LAUREN CHRISTIAN LEMOINE; IN THE PRESENCE OF GRUPO AEROPORTUARIO DEL CENTRO NORTE, S.A.B. DE C.V. (“GACN”) REPRESENTED IN THIS ACT BY ALFREDO DOMINGUEZ SANCHEZ, WHO APPEAR TO THE CELEBRATION OF THIS CONTRACT PURSUANT TO THE FOLLOWING BACKGROUNDS, STATEMENTS AND
