PARTICIPATION AGREEMENT [NW ____ _] Dated as of [_________________] Among NORTHWEST AIRLINES, INC., Lessee, NORTHWEST AIRLINES CORPORATION, Guarantor,Participation Agreement • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled
LEASE AGREEMENT [NW ____ _] Dated as of Between WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, Not in its Individual Capacity, except as expressly provided herein, but solely as Owner Trustee, Lessor AND NORTHWEST AIRLINES, INC., LesseeLease Agreement • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
Exhibit 99(n) NORTHWEST AIRLINES INC. Beneficiary WILMINGTON TRUST COMPANY Owner Trustee TRUST AGREEMENT Dated as of _________, 200__ ------------------------------------------------- NWA CLASS D CERTIFICATE TRUST II Table of ContentsTrust Agreement • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled • Delaware
AmongNote Purchase Agreement • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
REVOLVING CREDIT AGREEMENT (2002-1G-2)Revolving Credit Agreement • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
NORTHWEST AIRLINES, INC., ISSUER NORTHWEST AIRLINES CORPORATION, GUARANTOR UNDERWRITING AGREEMENT Dated:Underwriting Agreement • July 2nd, 1997 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
Pass Through Certificates Series 2000-1Underwriting Agreement • July 11th, 2000 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
INDENTUREIndenture • June 27th, 1997 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
REVOLVING CREDIT AGREEMENT (2002-1 G-1)Revolving Credit Agreement • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
SENIOR/SENIOR SUBORDINATED DEBT SECURITIES] [AND] [WARRANTS TO PURCHASE SENIOR/SENIOR SUBORDINATED DEBT SECURITIES]Underwriting Agreement • June 7th, 1999 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
LEASE AGREEMENT [NW ____ _] Dated as of Between FIRST SECURITY BANK, NATIONAL ASSOCIATION, Not in its Individual Capacity, except as expressly provided herein, but solely as Owner Trustee, Lessor AND NORTHWEST AIRLINES, INC., LesseeLease Agreement • July 11th, 2000 • Northwest Airlines Inc /Mn • Air transportation, scheduled
PARTICIPATION AGREEMENT [NW ____ _] Dated as of [_________________] AmongParticipation Agreement • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled
BY AND AMONGIntercreditor Agreement • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled
NORTHWEST AIRLINES, INC., ISSUER NORTHWEST AIRLINES CORPORATION, GUARANTOR 7 5/8% NOTES DUE 2005 7 7/8% NOTES DUE 2008 UNDERWRITING AGREEMENT Dated: February 26, 1998Underwriting Agreement • February 27th, 1998 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
TRUST AGREEMENT [NW ____ _]Trust Agreement • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled
ARTICLE I THE CERTIFICATESTrust Supplement • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
Trust Indenture Act Pass Through Trust of 1939 Section Agreement Section --------------- ------------------- 310(a)(1) 7.07 (a)(2) 7.07 312(a) 3.09; 8.01; 8.02 313(a) 7.06 314(a) 8.04(a) - (c) (a)(4) 8.04(d) (c)(1) 1.02 (c)(2) 1.02 (d)(1) 7.12 (d)(2)...Pass Through Trust Agreement • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
ESCROW AND PAYING AGENT AGREEMENT (Class C-2)Escrow and Paying Agent Agreement • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
December 9, 1999 Northwest Airlines Pass Through Trust 1999-3G Ladies and Gentlemen: In consideration of the Revolving Credit Agreement (the "Agreement") dated as of December 9, 1999 between Morgan Stanley Capital Services Inc., a Delaware corporation...Revolving Credit Agreement • January 18th, 2000 • Northwest Airlines Inc /Mn • Air transportation, scheduled
TRUST INDENTURE AND SECURITY AGREEMENT [NW ____ _]Trust Indenture and Security Agreement • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled • Massachusetts
For 757] PURCHASE AGREEMENT ASSIGNMENT [NW ____ __]Purchase Agreement Assignment • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
DEPOSIT AGREEMENT (Class G-1)Deposit Agreement • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
GUARANTEE [NW ____ _]Guarantee • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled
DEPOSIT AGREEMENT (Class B)Deposit Agreement • January 18th, 2000 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 15th, 2004 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of November 4, 2003 among Northwest Airlines Corporation, a Delaware corporation (the “Company”), Northwest Airlines, Inc., a Minnesota corporation (the “Guarantor”), and Citigroup Global Markets Inc. (the “Initial Purchaser”) pursuant to the Purchase Agreement, dated October 29, 2003 (the “Purchase Agreement”), among the Company, the Guarantor and the Initial Purchaser. In order to induce the Initial Purchaser to enter into the Purchase Agreement, the Company and the Guarantor have agreed to provide the registration rights set forth in this Agreement. The execution of this Agreement is a condition to the closing under the Purchase Agreement.
DEPOSIT AGREEMENT (Class C)Deposit Agreement • July 11th, 2000 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
GUARANTEE [NW ____ _]Guarantee • January 18th, 2000 • Northwest Airlines Inc /Mn • Air transportation, scheduled
TRUST INDENTURE AND SECURITY AGREEMENT [NW ____ _]Trust Indenture and Security Agreement • August 30th, 2002 • Northwest Airlines Inc /Mn • Air transportation, scheduled • Utah
FIRST AMENDMENT TO TRUST INDENTURE AND SECURITY AGREEMENT [NW ]Trust Indenture and Security Agreement • October 28th, 2003 • Northwest Airlines Inc /Mn • Air transportation, scheduled
GUARANTEE [NW ____ _]Guarantee • July 11th, 2000 • Northwest Airlines Inc /Mn • Air transportation, scheduled
DEPOSIT AGREEMENT (Class G)Deposit Agreement • July 11th, 2000 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
DEPOSIT AGREEMENT (Class G)Deposit Agreement • January 18th, 2000 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
Amended and Restated Trust Agreement Dated as of , 2003Trust Agreement • October 15th, 2003 • Northwest Airlines Inc /Mn • Air transportation, scheduled • Delaware
This AMENDED AND RESTATED TRUST AGREEMENT, dated as of , 2003 (as amended, supplemented or modified from time to time, this “Agreement”), is between Wilmington Trust Company, a Delaware banking corporation (in its capacity as trustee hereunder, the “Owner Trustee”), and Northwest Airlines, Inc., a Minnesota corporation, as Depositor (the “Depositor”).
FIRST AMENDMENT TO PARTICIPATION AGREEMENT [NW ]Participation Agreement • September 5th, 2003 • Northwest Airlines Inc /Mn • Air transportation, scheduled
This FIRST AMENDMENT TO PARTICIPATION AGREEMENT [NW ], dated as of [ ], 2003, among NORTHWEST AIRLINES, INC., a Minnesota corporation (the “Owner”), NORTHWEST AIRLINES CORPORATION, a Delaware corporation (the “Guarantor”), U.S. BANK TRUST NATIONAL ASSOCIATION (as successor in interest to State Street Bank and Trust Company of Connecticut, National Association), a national banking association, not in its individual capacity except as otherwise expressly provided in any of the Operative Documents, but solely as trustee (in such capacity, the “Pass Through Trustee”) under each of the Pass Through Trust Agreements other than the Class D Pass Through Trust Agreement (as hereinafter defined), U.S. BANK NATIONAL ASSOCIATION (as successor in interest to State Street Bank and Trust Company), not in its individual capacity, but solely as subordination agent and trustee (in such capacity, the “Subordination Agent”) under the Intercreditor Agreement, U.S. BANK NATIONAL ASSOCIATION (as successor in
FIRST AMENDMENT TO INTERCREDITOR AGREEMENTIntercreditor Agreement • September 5th, 2003 • Northwest Airlines Inc /Mn • Air transportation, scheduled • New York
This FIRST AMENDMENT, dated as of , 2003 (this “Amendment”), among U.S. BANK TRUST NATIONAL ASSOCIATION (as successor to State Street Bank and Trust Company of Connecticut, National Association) not in its individual capacity, but solely as Trustee under the Northwest Airlines Pass Through Trust 1999-2A, Northwest Airlines Pass Through Trust 1999-2B and Northwest Airlines Pass Through Trust 1999-2C (collectively, the “Senior Trustees”), and under the Northwest Airlines Pass Through Trust 2003-1 (the “2003-1 Trustee” and together with the Senior Trustees, the “Trustees”), CITIBANK, N.A., as Class A, Class B and Class C Liquidity Provider (the “Liquidity Provider”) and U.S. BANK NATIONAL ASSOCIATION (as successor to State Street Bank and Trust Company), not in its individual capacity, but solely as Subordination Agent and trustee under the Intercreditor Agreement referred to below (in such capacity, together with any successor appointed pursuant to Article VIII of such Intercreditor Agre
