EXECUTION THIRD AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF SEPTEMBER 5, 1997Credit Agreement • September 24th, 1997 • Atlas Air Inc • Air transportation, nonscheduled • New York
as Issuer andIndenture • February 11th, 1999 • Atlas Air Inc • Air transportation, nonscheduled • New York
EXHIBIT C-1 to Note Purchase AgreementParticipation Agreement • April 29th, 1999 • Atlas Air Inc • Air transportation, nonscheduled
FORM OF LEASELease Agreement • May 4th, 2000 • Atlas Air Inc • Air transportation, nonscheduled
1 EXHIBIT 4.19 NOTE PURCHASE AGREEMENT Dated as of January 28, 2000Note Purchase Agreement • May 4th, 2000 • Atlas Air Inc • Air transportation, nonscheduled • New York
FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • February 5th, 1999 • Atlas Air Inc • Air transportation, nonscheduled • New York
INDENTUREIndenture • May 5th, 1998 • Atlas Air Inc • Air transportation, nonscheduled • New York
] Atlas Air, Inc. [ ]% Senior Notes due [ ] UNDERWRITING AGREEMENT FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • February 26th, 2001 • Atlas Air Inc • Air transportation, nonscheduled • New York
Loan AgreementLoan Agreement • May 25th, 2000 • Atlas Air Inc • Air transportation, nonscheduled • Colorado
REVOLVING CREDIT AGREEMENT (2000-lB)Revolving Credit Agreement • May 4th, 2000 • Atlas Air Inc • Air transportation, nonscheduled • New York
THE BOEING COMPANYPurchase Agreement • November 5th, 1997 • Atlas Air Inc • Air transportation, nonscheduled
2- 3 3. The definition of "Consolidated Interest Expense" shall be amended in the Lease Agreements by inserting after the words "Interest Rate Agreements" and immediately prior to the period the following phrase:Lease Agreement • September 24th, 1997 • Atlas Air Inc • Air transportation, nonscheduled • New York
1 EXHIBIT 10.67 SECURITY AGREEMENT AND CHATTEL MORTGAGE (AIRCRAFT NO. N507MC) THIS SECURITY AGREEMENT AND CHATTEL MORTGAGE is dated as of May 29, 1997, (this "Mortgage"), and entered into by and between ATLAS AIR, INC., a Delaware corporation (the...Security Agreement • September 24th, 1997 • Atlas Air Inc • Air transportation, nonscheduled • New York
February 9, 1998 Atlas Air, Inc. Pass Through Trust 1998-C Ladies and Gentlemen: In consideration of each of the Revolving Credit Agreement (the "Agreement") dated as of February 9, 1998 between Morgan Stanley Capital Services Inc., a Delaware...Guarantee Agreement • March 31st, 1998 • Atlas Air Inc • Air transportation, nonscheduled
EXHIBIT 10.166 [FORM OF GUARANTY] GUARANTY ([N5___MC]) Dated as of October 30, 2001 given by ATLAS AIR WORLDWIDE HOLDINGS, INC. TABLE OF CONTENTSGuaranty • April 3rd, 2002 • Atlas Air Inc • Air transportation, nonscheduled • New York
Pass Through Certificates Series 1999-1Underwriting Agreement • April 29th, 1999 • Atlas Air Inc • Air transportation, nonscheduled
CONFORMED COPY] CREDIT AGREEMENTCredit Agreement • May 25th, 2000 • Atlas Air Inc • Air transportation, nonscheduled • New York
1 EXHIBIT 1.2 ATLAS AIR, INC. Pass Through Certificates Underwriting Agreement Standard ProvisionsUnderwriting Agreement • February 26th, 2001 • Atlas Air Inc • Air transportation, nonscheduled • New York
REVOLVING CREDIT AGREEMENT (2000-lA)Revolving Credit Agreement • May 4th, 2000 • Atlas Air Inc • Air transportation, nonscheduled • New York
FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • February 5th, 1999 • Atlas Air Inc • Air transportation, nonscheduled • New York
1 EXHIBIT 10.113 ATLAS AIR, INC. 9 1/4% Senior Notes Due 2008 REGISTRATION RIGHTS AGREEMENT Dated: April 9, 1998 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into April 9, 1998, among ATLAS...Registration Rights Agreement • May 5th, 1998 • Atlas Air Inc • Air transportation, nonscheduled • New York
LEASE AGREEMENT DATED AS OF APRIL 25, 2000Lease Agreement • May 25th, 2000 • Atlas Air Inc • Air transportation, nonscheduled • New York
1 EXHIBIT 4.18 INTERCREDITOR AGREEMENTIntercreditor Agreement • May 4th, 2000 • Atlas Air Inc • Air transportation, nonscheduled
TO STATE STREET BANK AND TRUST COMPANY TRUSTEE INDENTUREIndenture • February 26th, 2001 • Atlas Air Inc • Air transportation, nonscheduled • New York
EXHIBIT A-2 to Note Purchase Agreement FORM OF LEASE LEASE AGREEMENTLease Agreement • April 29th, 1999 • Atlas Air Inc • Air transportation, nonscheduled • Delaware
1 EXHIBIT 10.82 SECURITY AGREEMENT AND CHATTEL MORTGAGE (AIRCRAFT NO.N526MC) (SPARE ENGINE NOS. 517544 and 517547) THIS SECURITY AGREEMENT AND CHATTEL MORTGAGE is dated as of September 5, 1997, (this "Mortgage"), and entered into by and between ATLAS...Security Agreement • September 24th, 1997 • Atlas Air Inc • Air transportation, nonscheduled • New York
1 EXHIBIT 10.75 CREDIT AGREEMENT DATED AS OF SEPTEMBER 5, 1997Credit Agreement • September 24th, 1997 • Atlas Air Inc • Air transportation, nonscheduled • New York
1 EXHIBIT 10.152 AGREEMENT OF LEASE TEXACO INC., LANDLORDLease Agreement • March 21st, 2000 • Atlas Air Inc • Air transportation, nonscheduled • New York
1 EXHIBIT 10.74 =============================================================================== REGISTRATION RIGHTS AGREEMENT Dated as of August 13, 1997 by and among ATLAS AIR, INC.,Registration Rights Agreement • September 24th, 1997 • Atlas Air Inc • Air transportation, nonscheduled • New York
between ABN AMRO BANK N.V., Chicago Branch as Depositary andIndemnity Agreement • March 31st, 1998 • Atlas Air Inc • Air transportation, nonscheduled • New York
between WILMINGTON TRUST COMPANY as Trustee, and ATLAS AIR INC. toTrust Supplement • May 4th, 2000 • Atlas Air Inc • Air transportation, nonscheduled • New York
LEASE AGREEMENT N526MC LEASE AGREEMENT (N526MC)Lease Agreement • September 24th, 1997 • Atlas Air Inc • Air transportation, nonscheduled • New York
1. Representations and Warranties. (a) The Company represents and warrants to, and agrees with, each Placement Agent that: 3 2Placement Agreement • May 5th, 1998 • Atlas Air Inc • Air transportation, nonscheduled • New York
CONFORMED COPY EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT, dated as of the 18th day of August, 1997 (the "Agreement"), is made by and between Nesa E. Hassanein (hereinafter referred to as "Employee") and Atlas Air, Inc. ("Atlas" or the "Company")....Employment Agreement • September 24th, 1997 • Atlas Air Inc • Air transportation, nonscheduled • Colorado
1 EXHIBIT 4.1 FORM OF PASS THROUGH TRUST AGREEMENT Dated as of ____________, 200_Pass Through Trust Agreement • February 26th, 2001 • Atlas Air Inc • Air transportation, nonscheduled • New York
