AGREEMENT AND PLAN OF MERGER between GLOBAL AERO LOGISTICS INC. (“Parent”)Merger Agreement • January 9th, 2008 • Global Aero Logistics Inc. • Air transportation, scheduled • Delaware
AGREEMENT AND PLAN OF MERGER (hereinafter referred to as this “Agreement”), dated April 5, 2007, between Global Aero Logistics Inc., a Delaware corporation (“Parent”), Hugo Acquisition Corp., a Delaware corporation and an indirect wholly-owned subsidiary of Parent (“Purchaser”), and World Air Holdings, Inc., a Delaware corporation (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 29th, 2011 • Global Aviation Holdings Inc. • Air transportation, nonscheduled • Georgia
This Employment Agreement (“Agreement”) is made effective as of this 21st day of January, 2011 (the “Effective Date”) by and between Global Aviation Holdings, Inc., a Delaware corporation (the “Company”), and Brian S. Gillman (“Executive”) with employment to commence on or about February 7, 2011.
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • October 6th, 2010 • Global Aviation Holdings Inc. • Air transportation, nonscheduled • Delaware
This INDEMNIFICATION AGREEMENT, dated as of , 2010, by and between Global Aviation Holdings, Inc., a Delaware corporation (the “Company”), and (the “Indemnitee”).
INDENTURE Dated as of August 13, 2009 Among GLOBAL AVIATION HOLDINGS INC. NORTH AMERICAN AIRLINES, INC. WORLD AIRWAYS, INC., as Issuers, THE GUARANTORS NAMED HEREIN, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee and WELLS FARGO BANK, NATIONAL...Indenture • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • New York
INDENTURE, dated as of August 13, 2009, among Global Aviation Holdings Inc., a Delaware corporation (“Parent”), its indirect wholly-owned subsidiaries, North American Airlines, Inc., a Delaware corporation (“North American”), and World Airways, Inc., a Delaware corporation (“World Airways” and, together with North American and Parent, collectively the “Issuers” and each an “Issuer”), the Guarantors (as defined herein) listed on the signature pages hereto and Wells Fargo Bank, National Association, a national banking association, as trustee (in such capacity, the “Trustee”) and as collateral agent (in such capacity, the “Collateral Agent”).
SEVERANCE AGREEMENTSeverance Agreement • January 9th, 2008 • Global Aero Logistics Inc. • Air transportation, scheduled
NONQUALIFIED STOCK OPTION AWARD PURSUANT TO THE GLOBAL AVIATION HOLDINGS, INC.Nonqualified Stock Option Award • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • Delaware
THIS NONQUALIFIED STOCK OPTION AWARD (the “Award”) is made as of the Grant Date by and between GLOBAL AVIATION HOLDINGS, INC. (the “Company”), a company organized under the laws of the State of Delaware; and (the “Participant”).
MORTGAGE AND SECURITY AGREEMENT Dated as of August 14, 2007 between ATA AIRLINES, INC. and JPMORGAN CHASE BANK, N.A., as Administrative Agent in respect of TWO (2) L1011-500 (385-3) AIRCRAFT 1. Manufacturer’s Serial No. 1238, FAA Registration No....Mortgage and Security Agreement • January 9th, 2008 • Global Aero Logistics Inc. • Air transportation, scheduled
This MORTGAGE AND SECURITY AGREEMENT, dated as of August 14, 2007, between ATA AIRLINES, INC., an Indiana corporation (together with its successors and permitted assigns, the “Company”), and JPMORGAN CHASE BANK, N.A., a national banking association formed under the federal laws of the United States of America, as Administrative Agent for the benefit of the Lenders and the other Secured Parties (together with its permitted successors and assigns, the “Administrative Agent”);
AWARD/CONTRACT 1. THIS CONTRACT IS A RATED ORDER UNDER RATING PAGE OF PAGESContract • August 30th, 2010 • Global Aviation Holdings Inc. • Air transportation, nonscheduled
GUARANTEE AND COLLATERAL AGREEMENT made by GLOBAL AERO LOGISTICS INC., NEW ATA INVESTMENT INC., NEW ATA ACQUISITION INC. and THE GUARANTORS IDENTIFIED HEREIN in favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of August 14, 2007Guarantee and Collateral Agreement • January 9th, 2008 • Global Aero Logistics Inc. • Air transportation, scheduled • New York
GUARANTEE AND COLLATERAL AGREEMENT, dated as of August 14, 2007, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Grantors”), in favor of JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the Secured Parties (as defined below).
FIRST AMENDMENT To That AMENDED AND RESTATED EMPLOYMENT AGREEMENT Of CHARLES P. McDONALDEmployment Agreement • October 6th, 2010 • Global Aviation Holdings Inc. • Air transportation, nonscheduled
This First Amendment (the “First Amendment”) to that certain Amended and Restated Employment Agreement effective as of January 1, 2009 by and between Global Aviation Holdings Inc. (formerly Global Aero Logistics Inc.), a Delaware corporation (the “Company”), and Charles P. McDonald (the “Executive”), is made and entered into as of this 16th day of September 2010 (Global and Executive hereinafter collectively the “Parties”).
STOCKHOLDERS AGREEMENTStockholders Agreement • October 6th, 2010 • Global Aviation Holdings Inc. • Air transportation, nonscheduled • Delaware
This Stockholders Agreement is made and entered into as of the [·] day of [·], 2010 (this “Agreement”), by and between Global Aviation Holdings, Inc., a Delaware corporation (including successors, the “Company”), and MatlinPatterson ATA Holdings LLC, a Delaware limited liability company (including successors, the “Investor”).
ContractSecond Supplemental Indenture • March 29th, 2011 • Global Aviation Holdings Inc. • Air transportation, nonscheduled • New York
THIS SECOND SUPPLEMENTAL INDENTURE, dated as of March 29, 2011, (this “Second Supplemental Indenture”), is entered into by and among GLOBAL AVIATION HOLDINGS INC., NORTH AMERICAN AIRLINES, INC. AND WORLD AIRWAYS, INC. (collectively the “Issuers”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, as trustee and as collateral agent (the “Trustee”).
FIRST-LIEN SECURITY AGREEMENT made by GLOBAL AVIATION HOLDINGS INC., NORTH AMERICAN AIRLINES, INC., WORLD AIRWAYS, INC. and THE OTHER GRANTORS IDENTIFIED HEREIN in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, as Collateral Agent Dated as of August...Security Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • New York
FIRST-LIEN SECURITY AGREEMENT, dated as of August 13, 2009, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Grantors”), in favor of Wells Fargo Bank, National Association, as collateral agent for the Secured Parties (as defined below).
FIRST AMENDMENT AND WAIVERTerm Loan Agreement • January 9th, 2008 • Global Aero Logistics Inc. • Air transportation, scheduled • New York
FIRST AMENDMENT AND WAIVER, dated as of December 10, 2007 (this “First Amendment and Waiver”), to the Term Loan Agreement, dated as of August 14, 2007 (the “Term Loan Agreement”), among New ATA Acquisition Inc., a Delaware corporation (the “Company”), the several lenders from time to time parties thereto (the “Lenders”), Jefferies Finance LLC, as documentation agent, and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders thereunder (in such capacity, the “Administrative Agent”).
NONQUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NEW ATA HOLDINGS INC.Nonqualified Stock Option Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • Georgia
This Agreement is made as of this 12th day of September, 2006 (the “Grant Date”) between New ATA Holdings Inc., a Delaware corporation (the “Company”), having its principal place of business in Indianapolis, Indiana, and (the “Grantee”).
SECOND AMENDMENT AND WAIVER TO SECOND-LIEN TERM LOAN CREDIT AGREEMENTSecond-Lien Term Loan Credit Agreement • March 29th, 2011 • Global Aviation Holdings Inc. • Air transportation, nonscheduled
THIS SECOND AMENDMENT AND WAIVER TO SECOND-LIEN TERM LOAN CREDIT AGREEMENT (the “Second Amendment”) is entered into effective as of March 29, 2011, by and among Global Aviation Holdings Inc., a Delaware corporation (“Parent”), North American Airlines, Inc., a Delaware corporation (“NAA”), and World Airways, Inc., a Delaware corporation (“WAI” and, together with the Parent and NAA, the “Borrowers” and each a “Borrower”), the Guarantors (“Guarantors”) and the Lenders (“Lenders”) party to the Credit Agreement described below and Wells Fargo Bank, National Association (the “Agent”), as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent”).
SECOND AMENDMENT To That AMENDED AND RESTATED EMPLOYMENT AGREEMENT Of WILLIAM A. GARRETTEmployment Agreement • October 6th, 2010 • Global Aviation Holdings Inc. • Air transportation, nonscheduled
This Second Amendment (the “Second Amendment”) to that certain Amended and Restated Employment Agreement effective as of January 1, 2009 by and between Global Aviation Holdings Inc. (formerly Global Aero Logistics Inc.), a Delaware corporation (the “Company”), and William A. Garrett (the “Executive”), is made and entered into as of this 16th day of September 2010 (Global and Executive hereinafter collectively the “Parties”).
NON-COMPETITION AND CONFIDENTIALITY AGREEMENTNon-Competition and Confidentiality Agreement • January 9th, 2008 • Global Aero Logistics Inc. • Air transportation, scheduled
INCENTIVE STOCK OPTION AWARD PURSUANT TO THE GLOBAL AVIATION HOLDINGS, INC.Incentive Stock Option Award • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • Delaware
THIS INCENTIVE STOCK OPTION AWARD (the “Award”) is made as of the Grant Date by and between GLOBAL AVIATION HOLDINGS, INC. (the “Company”), a company organized under the laws of the State of Delaware; and (the “Participant”).
MORTGAGE AND SECURITY AGREEMENT SUPPLEMENT NO. 1Mortgage and Security Agreement Supplement • January 9th, 2008 • Global Aero Logistics Inc. • Air transportation, scheduled
WHEREAS, the Mortgage and Security Agreement, dated as of August 14, 2007, (the “Mortgage”), between the Company and JPMorgan Chase Bank, N.A., as Administrative Agent (the “Administrative Agent”), provides for the execution and delivery of supplements thereto substantially in the form hereof that shall particularly describe the Aircraft (such term and other defined terms in the Mortgage being used herein with the same meanings), and shall specifically grant a security interest in the Aircraft to the Administrative Agent; and
FIRST AMENDMENT To That AMENDED AND RESTATED EMPLOYMENT AGREEMENT Of ROBERT R. BINNSEmployment Agreement • October 6th, 2010 • Global Aviation Holdings Inc. • Air transportation, nonscheduled
This First Amendment (the “First Amendment”) to that certain Amended and Restated Employment Agreement effective as of January 1, 2009 by and between Global Aviation Holdings Inc. (formerly Global Aero Logistics Inc.), a Delaware corporation (the “Company”), and Robert R. Binns (the “Executive”), is made and entered into as of this 16th day of September 2010 (Global and Executive hereinafter collectively the “Parties”).
MORTGAGE AND SECURITY AGREEMENT SUPPLEMENT NO 1Mortgage and Security Agreement Supplement • January 9th, 2008 • Global Aero Logistics Inc. • Air transportation, scheduled
WHEREAS, the Mortgage and Security Agreement, dated as of August 14, 2007, (the “Mortgage”), between the Company and JPMorgan Chase Bank, N.A., as Administrative Agent (the “Administrative Agent”), provides for the execution and delivery of supplements thereto substantially in the form hereof that shall particularly describe the Aircraft (such term and other defined terms in the Mortgage being used herein with the same meanings), and shall specifically grant a security interest in the Aircraft to the Administrative Agent; and
SECOND-LIEN SECURITY AGREEMENT made by GLOBAL AVIATION HOLDINGS INC., NORTH AMERICAN AIRLINES, INC., WORLD AIRWAYS, INC. and THE OTHER GRANTORS IDENTIFIED HEREIN in favor of WELLS FARGO BANK, NATIONAL ASSOCIATION, as Collateral Agent Dated as of...Second-Lien Security Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • New York
PERFORMANCE SHARE AWARD PURSUANT TO THE GLOBAL AVIATION HOLDINGS INC. AMENDED AND RESTATED LONG-TERM INCENTIVE PLANPerformance Share Award • May 16th, 2011 • Global Aviation Holdings Inc. • Air transportation, nonscheduled • Delaware
This PERFORMANCE SHARE AWARD (the “Award”) is made and entered into as of the Grant Date by and between GLOBAL AVIATION HOLDINGS INC. (the “Company”), a company organized under the laws of the State of Delaware; and (the “Employee”).
FIRST AMENDMENT TO SECOND-LIEN TERM LOAN CREDIT AGREEMENTSecond-Lien Term Loan Credit Agreement • August 30th, 2010 • Global Aviation Holdings Inc. • Air transportation, nonscheduled
THIS FIRST AMENDMENT TO SECOND-LIEN TERM LOAN CREDIT AGREEMENT (the “First Amendment”) is entered into effective as of August 30, 2010, by and among Global Aviation Holdings Inc., a Delaware corporation(“Parent”), North American Airlines, Inc., a Delaware corporation (“NAA”), and World Airways, Inc., a Delaware corporation (“WAI” and, together with the Parent and NAA, the “Borrowers” and each a “Borrower”), the Guarantors (“Guarantors”) and the Lenders (“Lenders”) party to the Credit Agreement described below and Wells Fargo Bank, National Association (the “Agent”), as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent”).
Presentation to Debt Holders dated as of September 8, 2011. FY2012 Air Mobility Command Teaming Agreement Military cannot meet requirements for transporting troops and cargo in peace or war Airlines commit aircraft for military use through Civil...Teaming Agreement • October 7th, 2011 • Global Aviation Holdings Inc. • Air transportation, nonscheduled
Allotted share is based on points for each aircraft committed by partners and a Flyer Bonus based on previous AMC flying
SEPARATION AND RELEASE AGREEMENTSeparation and Release Agreement • January 10th, 2011 • Global Aviation Holdings Inc. • Air transportation, nonscheduled • Georgia
This Separation and Release Agreement (this “Agreement”) is made as of this 7th day of January, 2011, by and between Global Aviation Holdings Inc., a Delaware corporation (the “Employer”), and Jeffrey P. Sanborn, a resident of the State of Georgia (the “Executive”).
SECOND-LIEN TERM LOAN CREDIT AGREEMENT, dated as of September 29, 2009, among GLOBAL AVIATION HOLDINGS INC., NORTH AMERICAN AIRLINES, INC. and WORLD AIRWAYS, INC., as Borrowers, and CERTAIN OTHER SUBSIDIARIES OF GLOBAL AVIATION HOLDINGS INC. PARTY...Second-Lien Term Loan Credit Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • New York
This SECOND-LIEN TERM LOAN CREDIT AGREEMENT (as amended, amended and restated, modified or supplemented from time to time, this “Agreement”), dated as of September 29, 2009, among Global Aviation Holdings Inc., a Delaware corporation (“Parent”), North American Airlines, Inc., a Delaware corporation (“NAA”), World Airways, Inc., a Delaware corporation (“WAI” and, together with Parent and NAA; the “Borrowers”, and each a “Borrower”), the Guarantors (such term and each other capitalized term used but not defined herein having the meaning given to it in Article I), the Lenders and Wells Fargo Bank, National Association, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent”).
BRIDGE AND PURCHASE AGREEMENTBridge and Purchase Agreement • January 9th, 2008 • Global Aero Logistics Inc. • Air transportation, scheduled • New York
This Bridge and Purchase Agreement (the “Agreement”), dated as of August 14, 2007, is entered into by and among Global Aero Logistics Inc. (formerly known as New ATA Holdings, Inc.) (the “Company”) and MatlinPatterson ATA Holdings LLC (including its successors and assigns, the “Investor”).
THIRD AMENDMENT AND WAIVER TO SECOND-LIEN TERM LOAN CREDIT AGREEMENTSecond-Lien Term Loan Credit Agreement • September 15th, 2011 • Global Aviation Holdings Inc. • Air transportation, nonscheduled
THIS THIRD AMENDMENT AND WAIVER TO SECOND-LIEN TERM LOAN CREDIT AGREEMENT (the “Third Amendment”) is entered into effective as of September 14, 2011, by and among Global Aviation Holdings Inc., a Delaware corporation (“Parent”), North American Airlines, Inc., a Delaware corporation (“NAA”), and World Airways, Inc., a Delaware corporation (“WAI” and, together with the Parent and NAA, the “Borrowers” and each a “Borrower”), the Guarantors (“Guarantors”) and the Lenders (“Lenders”) party to the Credit Agreement described below and Wells Fargo Bank, National Association (the “Agent”), as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent”).
ContractThird Supplemental Indenture • September 15th, 2011 • Global Aviation Holdings Inc. • Air transportation, nonscheduled • New York
THIS THIRD SUPPLEMENTAL INDENTURE, dated as of September 14, 2011, (this “Third Supplemental Indenture”), is entered into by and among GLOBAL AVIATION HOLDINGS INC., NORTH AMERICAN AIRLINES, INC. AND WORLD AIRWAYS, INC. (collectively the “Issuers”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, as trustee and as collateral agent (the “Trustee”).
ContractAgreement and Plan of Merger • January 9th, 2008 • Global Aero Logistics Inc. • Air transportation, scheduled • Delaware
AMENDMENT NO. 1, dated as of June 30, 2007 (the “Amendment”), to the Agreement and Plan of Merger, dated as of April 5, 2007 (as amended, supplemented or otherwise modified and in effect from time to time, the “Agreement”), between Global Aero Logistics Inc., a Delaware corporation (“Parent”), Hugo Acquisition Corp., a Delaware corporation and an indirect wholly-owned subsidiary of Parent (“Purchaser”), and World Air Holdings, Inc., a Delaware corporation (the “Company”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • New York
Global Aviation Holdings, Inc. (the “Company”), North American Airlines, Inc. and World Airways, Inc. (each, a Delaware corporation and collectively, the “Issuers”), are issuing and selling to Jefferies & Company, Inc. (the “Initial Purchaser”), upon the terms set forth in the Purchase Agreement dated August 6, 2009, by and among the Issuers, the Initial Purchaser and the subsidiary guarantors named therein (the “Guarantors”) (the “Purchase Agreement”), $175,000,000 aggregate principal amount of 14% Senior Secured First Lien Notes due 2013 of the Issuers (the “Notes”) and guaranteed by the Guarantors. As an inducement to the Initial Purchaser to enter into the Purchase Agreement, each of the Issuers and the Guarantors agree with the Initial Purchaser, for the benefit of the Holders (as defined below) of the Notes (including, without limitation, the Initial Purchaser), as follows:
NONQUALIFIED STOCK OPTION AGREEMENT PURSUANT TO STOCK OPTION PLAN FOR MANAGEMENT EMPLOYEES OF NEW ATA HOLDINGS INC.Nonqualified Stock Option Agreement • June 28th, 2010 • Global Aviation Holdings Inc. • Air transportation, scheduled • Indiana
This Agreement is made as of this day of July, 2006 between New ATA Holdings Inc., a Delaware corporation (the “Company”), having its principal place of business in Indianapolis, Indiana, and (the “Grantee”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG WORLD AIRWAYS, INC., WORLD AIR HOLDINGS, INC. AND WORLD MERGER SUBSIDIARY, INC. Dated as of January 10, 2005Merger Agreement • January 9th, 2008 • Global Aero Logistics Inc. • Air transportation, scheduled • Delaware
