W I T N E S S E T HSupplemental Indenture • October 15th, 2003 • Airborne Inc /De/ • Air courier services • New York
CREDIT AGREEMENTCredit Agreement • August 14th, 2000 • Airborne Freight Corp /De/ • Air courier services • Georgia
FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this "First Amendment") is dated as of the 20th day of April, 2001 among AIRBORNE, INC. (the "Borrower"), WACHOVIA BANK, N.A., as Administrative Agent (the "Administrative...Credit Agreement • May 15th, 2001 • Airborne Inc /De/ • Air courier services • Georgia
JOINDER AGREEMENT THIS JOINDER AGREEMENT dated as of December 26, 2000, by AIRBORNE EXPRESS, INC., formerly known as AIRBORNE FREIGHT CORPORATION, as the original borrower (the "Original Borrower"), WACHOVIA BANK, N.A., as agent (the "Administrative...Joinder Agreement • March 29th, 2001 • Airborne Inc /De/ • Air courier services
RECEIVABLES PURCHASE AGREEMENT Dated as of December 28, 2000Receivables Purchase Agreement • March 29th, 2001 • Airborne Inc /De/ • Air courier services • New York
AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (this "Agreement"), dated as of November 7, 2000, is by and among AIRBORNE FREIGHT CORPORATION, a Delaware corporation ("AFC"), AEX MERGER, INC., a Delaware corporation ("Merger Sub"), and...Merger Agreement • December 26th, 2000 • Airborne Inc /De/ • Air courier services • Delaware
RECEIVABLES SALE AGREEMENT DATED AS OF DECEMBER 28, 2000Receivables Sale Agreement • March 29th, 2001 • Airborne Inc /De/ • Air courier services • New York
AMENDED AND RESTATED CREDIT AGREEMENT dated as of June 29, 2001, amongCredit Agreement • August 15th, 2001 • Airborne Inc /De/ • Air courier services • Georgia
April 11, 2003 Mr. Bruce E. Grout c/o Airborne Express, Inc. Post Office Box 662 Seattle, WA 98111 Dear Mr. Grout:Letter Agreement • August 8th, 2003 • Airborne Inc /De/ • Air courier services
The purpose of this letter is to amend the letter agreement by and among you, Airborne, Inc. and Airborne Express, Inc. dated August 7, 2001 (the “Agreement”) to establish your current base pay and bonus payable for 2002 as the floor for calculating the multiple of base pay and bonus portions of the benefits payable under the Agreement. Accordingly, your Agreement is hereby amended as follows:
BETWEENUsed Aircraft Sales Agreement • March 27th, 1996 • Airborne Freight Corp /De/ • Air courier services • Washington
HUB AND LINE-HAUL SERVICES AGREEMENT by and between AIRBORNE INC. a Delaware corporation and ABX AIR, INC. a Delaware corporationHub and Line-Haul Services Agreement • April 4th, 2003 • Airborne Inc /De/ • Air courier services • New York
This HUB AND LINE-HAUL SERVICES AGREEMENT (this “Agreement”), is made and entered into as of this day of , 2003, by and between Airborne Inc., a Delaware corporation (“Groundco”) and ABX Air, Inc., a Delaware corporation (“Airco”). Each of Airco and Groundco is a “Party” and collectively are the “Parties.”
THIRD SUPPLEMENTAL INDENTURESupplemental Indenture • August 15th, 2001 • Airborne Inc /De/ • Air courier services
THIRD SUPPLEMENTAL INDENTURE, effective as of June 29, 2001, among AIRBORNE EXPRESS, INC., (formerly Airborne Freight Corporation), a corporation duly organized and existing under the laws of the State of Delaware (herein called the "Company"), having its principal office at 3101 Western Avenue, Seattle, Washington 98111, ABX AIR, INC., a corporation duly organized and existing under the laws of the State of Delaware (herein called "ABX"), having its principal office at 145 Hunter Drive, Wilmington, Ohio 45177, SKY COURIER, INC. (formerly Airborne Forwarding Corporation), a corporation duly organized under the laws of the State of Delaware (herein called "Sky Courier"), having its principal office at 1851 Alexander Bell Drive, Reston, Virginia 22091, WILMINGTON AIR PARK, INC., a corporation duly organized and existing under the laws of the State of Ohio (herein called "Wilmington Air Park"), having its principal office at 145 Hunter Drive, Wilmington, Ohio 45177, AIRBORNE FTZ, INC., a
ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (the "Agreement") dated as of December 21, 2000, between Airborne Freight Corporation, a Delaware corporation ("ABF"), and Airborne, Inc., a Delaware corporation...Assignment and Assumption Agreement • December 26th, 2000 • Airborne Inc /De/ • Air courier services • Delaware
TRADEMARK SECURITY AGREEMENTTrademark Security Agreement • August 15th, 2001 • Airborne Inc /De/ • Air courier services • Georgia
THIS TRADEMARK SECURITY AGREEMENT (as amended, modified, or supplemented from time to time, this "Agreement"), made effective June 29, 2001, by and between AIRBORNE EXPRESS, INC., a Delaware corporation, having a place of business at 3101 Western Avenue, Seattle, Washington 98121 (the "Debtor"), and WACHOVIA BANK, N.A., a national banking association (the "Collateral Agent"), having offices located at 191 Peachtree Street, Atlanta, GA 30303.
AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • August 15th, 2001 • Airborne Inc /De/ • Air courier services • New York
and amends and restates in its entirety that certain Receivables Purchase Agreement dated as of December 28, 2000 by and among Seller, Servicer, Blue Ridge and the Administrative Agent. Unless defined elsewhere herein, capitalized terms used in this Agreement shall have the meanings assigned to such terms in Exhibit I.
EXHIBIT 10(c) FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT -------------------------------------------------------- THIS FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment") is dated as of the 14th day of March,...Credit Agreement • May 14th, 2002 • Airborne Inc /De/ • Air courier services • Georgia
FIRST SUPPLEMENTAL INDENTURESupplemental Indenture • August 15th, 2001 • Airborne Inc /De/ • Air courier services • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of September 15, 1995, among AIRBORNE FREIGHT CORPORATION, a corporation duly organized and existing under the laws of the State of Delaware (herein called the "Company"), having its principal office at 3101 Western Avenue, Seattle, Washington 98111, ABX AIR, INC., a corporation duly organized and existing under the laws of the State of Delaware (herein called "ABX"), having its principal office at 145 Hunter Drive, Wilmington, Ohio 45177, AIRBORNE FORWARDING CORPORATION, a corporation duly organized under the laws of the State of Delaware (herein called "Airborne Forwarding"), having its principal office at 3101 Western Avenue, Seattle, Washington 98111, WILMINGTON AIR PARK, INC., a corporation duly organized and existing under the laws of the State of Ohio (herein called "Wilmington Air Park"), having its principal office at 145 Hunter Drive, Wilmington, Ohio 45177, AIRBORNE FTZ, INC., a corporation duly organized under the laws of the State of
AGREEMENT AND PLAN OF MERGER, DATED AS OF MARCH 25, 2003, BY AND AMONG DHL WORLDWIDE EXPRESS B.V., ATLANTIS ACQUISITION CORPORATION AND AIRBORNE, INC.Merger Agreement • April 4th, 2003 • Airborne Inc /De/ • Air courier services • New York
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of March 25, 2003, by and among DHL WORLDWIDE EXPRESS B.V., a company organized and existing under the laws of the Netherlands (“DHL”), ATLANTIS ACQUISITION CORPORATION, a Delaware corporation and an indirect wholly owned Subsidiary (as defined herein) of DHL (“Acquisition”) and AIRBORNE, INC., a Delaware corporation (“Airborne” and, together with DHL and Acquisition, the “Parties”).
Aircraft Chattel Mortgage, Security Agreement, and Assignment of RentsAircraft Chattel Mortgage, Security Agreement, and Assignment of Rents • August 15th, 2001 • Airborne Inc /De/ • Air courier services • Georgia
AIRCRAFT CHATTEL MORTGAGE, SECURITY AGREEMENT, AND ASSIGNMENT OF RENTS, dated as of June 29, 2001 (as amended, modified, or supplemented from time to time, including, without limitation, by the execution and delivery of Supplements (as defined herein), this "Agreement"), by ABX AIR, INC., a Delaware corporation (together with its successors and assigns, the "Debtor"), and WACHOVIA BANK, N.A., a national banking association, as collateral agent (herein, together with its successors and assigns in such capacity, the "Collateral Agent"), on behalf of the Secured Creditors (as defined below):
SECURITY AGREEMENTSecurity Agreement • August 15th, 2001 • Airborne Inc /De/ • Air courier services • Georgia
THIS SECURITY AGREEMENT, dated as of June 29, 2001 (as amended, modified, or supplemented from time to time, "this Agreement"), among each of the undersigned (each, together with its successors and assigns, and together with any other Person which may become party to this Agreement as an Assignor as provided for below, an "Assignor" and, collectively, the "Assignors") and WACHOVIA BANK, N.A., a national banking association, as collateral agent (herein, together with its successors and assigns in such capacity, the "Collateral Agent"), for the benefit of the Secured Creditors (as defined below):
April 11, 2003 Mr. Robert T. Christensen c/o Airborne Express, Inc. Post Office Box 662 Seattle, WA 98111 Dear Mr. Christensen:Amendment to Employment Agreement • August 8th, 2003 • Airborne Inc /De/ • Air courier services
The purpose of this letter is to amend the letter agreement by and among you, Airborne, Inc. and Airborne Express, Inc. dated August 7, 2001 (the “Agreement”) to establish your current base pay and bonus payable for 2002 as the floor for calculating the multiple of base pay and bonus portions of the benefits payable under the Agreement. Accordingly, your Agreement is hereby amended as follows:
ACMI SERVICE AGREEMENT between AIRBORNE INC. and ABX AIR, INC. Dated as of [·], 2003Merger Agreement • April 4th, 2003 • Airborne Inc /De/ • Air courier services • New York
THIS ACMI SERVICE AGREEMENT (this “Agreement”) is entered into as of this [·] day of [·], 2003, by and between AIRBORNE INC., a Delaware corporation (“Groundco”) and ABX AIR, INC., a Delaware corporation (“Airco” and, together with Groundco, the “Parties”).
OPEN-END MORTGAGE, ASSIGNMENT OF LEASES AND RENTS AND FIXTURE FILING Maximum Principal Amount Not to Exceed $ 475,000,000Open-End Mortgage, Assignment of Leases and Rents and Fixture Filing • August 15th, 2001 • Airborne Inc /De/ • Air courier services • Ohio
THIS OPEN-END MORTGAGE, ASSIGNMENT OF LEASES AND RENTS AND FIXTURE FILING (as the same may from time to time be amended, restated or otherwise modified, this "Agreement") is made as of the 29th day of June, 2001, by ABX AIR, INC., a corporation organized under the laws of Delaware ("ABX"), having its principal place of business at 145 Hunter Drive Wilmington, Ohio 45177, WILMINGTON AIR PARK, INC., a corporation organized under the laws of Ohio ("Air Park"), having its principal place of business at 145 Hunter Drive Wilmington, Ohio 45177, AVIATION FUEL INC., a corporation organized under the laws of Ohio ("Aviation Fuel"), having its principal place of business at 145 Hunter Drive Wilmington, Ohio 45177 (individually, a "Mortgagor," and, collectively, "Mortgagor"), in favor of WACHOVIA BANK, N.A., a national banking association, as collateral agent (herein, together with its successors and assigns in such capacity, the "Collateral Agent"), for the equal and ratable benefit of the Secur
STOCK PLEDGE AGREEMENTStock Pledge Agreement • August 15th, 2001 • Airborne Inc /De/ • Air courier services • Georgia
THIS STOCK PLEDGE AGREEMENT (as amended, modified, or supplemented from time to time, this "Agreement"), made effective June 29, 2001, by and between AIRBORNE, INC., a Delaware corporation, having a place of business at 3101 Western Avenue, Seattle, Washington 98121 (the "Grantor"), and WACHOVIA BANK, N.A., a national banking association in its capacity as Collateral Agent for the Lenders (as defined below) (the "Collateral Agent"), having offices located at 191 Peachtree Street, Atlanta, GA 30303.
April 11, 2003 Mr. Lanny H. Michael c/o Airborne Express, Inc. Post Office Box 662 Seattle, WA 98111 Dear Mr. Michael:Employment Agreement • August 8th, 2003 • Airborne Inc /De/ • Air courier services
The purpose of this letter is to amend the letter agreement by and among you, Airborne, Inc. and Airborne Express, Inc. dated August 7, 2001 (the “Agreement”) to provide a window period following a “change in control” (as defined in the Agreement) during which you may terminate your employment with the Company (as defined in the Agreement) without any reason and still be entitled to the benefits set forth in Section 7 of the Agreement and to establish your current base pay and bonus payable for 2002 as the floor for calculating the multiple of base pay and bonus portions of the benefits payable under the Agreement. Accordingly, your Agreement is hereby amended as follows:
