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
Contract Type FiledSeptember 24th, 1997 Company Industry Jurisdiction
EXHIBIT A-1 to Note Purchase AgreementParticipation Agreement • April 29th, 1999 • Atlas Air Inc • Air transportation, nonscheduled
Contract Type FiledApril 29th, 1999 Company Industry
LEASE AGREEMENT DATED AS OF APRIL 25, 2000Lease Agreement • May 25th, 2000 • Atlas Air Inc • Air transportation, nonscheduled • New York
Contract Type FiledMay 25th, 2000 Company Industry Jurisdiction
Loan AgreementLoan Agreement • May 25th, 2000 • Atlas Air Inc • Air transportation, nonscheduled • Colorado
Contract Type FiledMay 25th, 2000 Company Industry Jurisdiction
REVOLVING CREDIT AGREEMENT (2000-lB)Revolving Credit Agreement • May 4th, 2000 • Atlas Air Inc • Air transportation, nonscheduled • New York
Contract Type FiledMay 4th, 2000 Company Industry Jurisdiction
FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • February 5th, 1999 • Atlas Air Inc • Air transportation, nonscheduled • New York
Contract Type FiledFebruary 5th, 1999 Company Industry Jurisdiction
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
Contract Type FiledSeptember 24th, 1997 Company Industry Jurisdiction
Pass Through Certificates Series 1999-1Underwriting Agreement • April 29th, 1999 • Atlas Air Inc • Air transportation, nonscheduled
Contract Type FiledApril 29th, 1999 Company Industry
between WILMINGTON TRUST COMPANY as Trustee, and ATLAS AIR INC. toAtlas Air Inc • May 4th, 2000 • Air transportation, nonscheduled • New York
Company FiledMay 4th, 2000 Industry Jurisdiction
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
Contract Type FiledMay 4th, 2000 Company Industry Jurisdiction
as Issuer andAtlas Air Inc • February 11th, 1999 • Air transportation, nonscheduled • New York
Company FiledFebruary 11th, 1999 Industry Jurisdiction
THE BOEING COMPANYPurchase Agreement • November 5th, 1997 • Atlas Air Inc • Air transportation, nonscheduled
Contract Type FiledNovember 5th, 1997 Company Industry
CONFORMED COPY] CREDIT AGREEMENTCredit Agreement • May 25th, 2000 • Atlas Air Inc • Air transportation, nonscheduled • New York
Contract Type FiledMay 25th, 2000 Company Industry Jurisdiction
ARTICLE I DEFINITIONS ARTICLE II THE EQUIPMENT NOTESAtlas Air Inc • April 29th, 1999 • Air transportation, nonscheduled • New York
Company FiledApril 29th, 1999 Industry Jurisdiction
ATLAS AIR, INC. as Issuer and STATE STREET BANK AND TRUST COMPANYAtlas Air Inc • September 24th, 1997 • Air transportation, nonscheduled • New York
Company FiledSeptember 24th, 1997 Industry Jurisdiction
February 9, 1998 Atlas Air, Inc. Pass Through Trust 1998-B 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...Atlas Air Inc • March 31st, 1998 • Air transportation, nonscheduled
Company FiledMarch 31st, 1998 Industry
INDENTUREAtlas Air Inc • May 5th, 1998 • Air transportation, nonscheduled • New York
Company FiledMay 5th, 1998 Industry Jurisdiction
] Atlas Air, Inc. [ ]% Senior Notes due [ ] UNDERWRITING AGREEMENT FORM OF UNDERWRITING AGREEMENTAtlas Air Inc • February 26th, 2001 • Air transportation, nonscheduled • New York
Company FiledFebruary 26th, 2001 Industry Jurisdiction
EXHIBIT 4.25 EXHIBIT C-2 to Note Purchase Agreement ----------------------- FORM OF OWNED AIRCRAFT INDENTURE FORM OF TRUST INDENTURE AND MORTGAGE Dated as of __________ __, ____Atlas Air Inc • May 4th, 2000 • Air transportation, nonscheduled • New York
Company FiledMay 4th, 2000 Industry Jurisdiction
REVOLVING CREDIT AGREEMENT (1999-lA-1)Revolving Credit Agreement • April 29th, 1999 • Atlas Air Inc • Air transportation, nonscheduled • New York
Contract Type FiledApril 29th, 1999 Company Industry Jurisdiction
between WILMINGTON TRUST COMPANY as Trustee, andAtlas Air Inc • May 4th, 2000 • Air transportation, nonscheduled • New York
Company FiledMay 4th, 2000 Industry Jurisdiction
EXHIBIT C-1 to Note Purchase AgreementParticipation Agreement • May 4th, 2000 • Atlas Air Inc • Air transportation, nonscheduled
Contract Type FiledMay 4th, 2000 Company Industry
1 EXHIBIT 4.18 INTERCREDITOR AGREEMENTIntercreditor Agreement • May 4th, 2000 • Atlas Air Inc • Air transportation, nonscheduled
Contract Type FiledMay 4th, 2000 Company Industry
1 EXHIBIT 4.22 EXHIBIT A-3 to Note Purchase Agreement FORM OF LEASED AIRCRAFT INDENTURE TRUST INDENTURE AND MORTGAGE Dated as of ____________, ____Atlas Air Inc • May 4th, 2000 • Air transportation, nonscheduled • New York
Company FiledMay 4th, 2000 Industry Jurisdiction
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
Contract Type FiledSeptember 24th, 1997 Company Industry Jurisdiction
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
Contract Type FiledMay 5th, 1998 Company Industry Jurisdiction
1 EXHIBIT 10.52 EMPLOYMENT AGREEMENT WHEREAS, R. Terrence Rendleman (hereinafter referred to as "Employee") and Atlas Air, Inc. ("Atlas") wish to enter an Employment Agreement; and WHEREAS, R. Terrence Rendleman warrants that he is entering...Employment Agreement • March 31st, 1997 • Atlas Air Inc • Air transportation, nonscheduled • Colorado
Contract Type FiledMarch 31st, 1997 Company Industry Jurisdiction
EXHIBIT A-5 to Note Purchase Agreement FORM OF LEASED AIRCRAFT TRUST AGREEMENT TRUST AGREEMENT Dated as of ______________Trust Agreement • April 29th, 1999 • Atlas Air Inc • Air transportation, nonscheduled
Contract Type FiledApril 29th, 1999 Company Industry
1 EXHIBIT 10.75 CREDIT AGREEMENT DATED AS OF SEPTEMBER 5, 1997Credit Agreement • September 24th, 1997 • Atlas Air Inc • Air transportation, nonscheduled • New York
Contract Type FiledSeptember 24th, 1997 Company Industry Jurisdiction
TO STATE STREET BANK AND TRUST COMPANY TRUSTEE INDENTUREAtlas Air Inc • February 5th, 1999 • Air transportation, nonscheduled • New York
Company FiledFebruary 5th, 1999 Industry Jurisdiction
SPARE ENGINE CHATTEL MORTGAGE SECURITY AGREEMENT AND CHATTEL MORTGAGE (CF6-80C2 SPARE ENGINE POOL) THIS SECURITY AGREEMENT AND CHATTEL MORTGAGE is dated as of April 25, 2000 (this "Mortgage"), and entered into by and between ATLAS FREIGHTER LEASING...Security Agreement • May 25th, 2000 • Atlas Air Inc • Air transportation, nonscheduled • New York
Contract Type FiledMay 25th, 2000 Company Industry Jurisdiction
N508MC)Lease Agreement • September 24th, 1997 • Atlas Air Inc • Air transportation, nonscheduled • New York
Contract Type FiledSeptember 24th, 1997 Company Industry Jurisdiction
TO STATE STREET BANK AND TRUST COMPANY TRUSTEE INDENTUREAtlas Air Inc • February 26th, 2001 • Air transportation, nonscheduled • New York
Company FiledFebruary 26th, 2001 Industry Jurisdiction
1 EXHIBIT 1.3 ATLAS AIR, INC. Pass Through Certificates Underwriting Agreement Standard ProvisionsAtlas Air Inc • February 5th, 1999 • Air transportation, nonscheduled • New York
Company FiledFebruary 5th, 1999 Industry Jurisdiction
DEPOSIT AGREEMENT (Class A)Deposit Agreement • May 4th, 2000 • Atlas Air Inc • Air transportation, nonscheduled • New York
Contract Type FiledMay 4th, 2000 Company Industry Jurisdiction