Midwest Express Holdings Inc Sample Contracts

RECITALS:
Registration Rights Agreement • September 5th, 2003 • Midwest Express Holdings Inc • Air transportation, scheduled • New York
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ARTICLE II INVESTOR'S REPRESENTATIONS AND WARRANTIES
Securities Purchase Agreement • June 20th, 2002 • Midwest Express Holdings Inc • Air transportation, scheduled • New York
EMB-140LR
Purchase Agreement • August 16th, 2002 • Midwest Express Holdings Inc • Air transportation, scheduled • New York
RECITALS:
Registration Rights Agreement • June 20th, 2002 • Midwest Express Holdings Inc • Air transportation, scheduled • New York
AGREEMENT ---------
Escrow Agreement • October 1st, 2003 • Midwest Express Holdings Inc • Air transportation, scheduled • New York
RECITALS:
Registration Rights Agreement • October 1st, 2003 • Midwest Express Holdings Inc • Air transportation, scheduled • Wisconsin
ARTICLE II INVESTOR'S REPRESENTATIONS AND WARRANTIES
Securities Purchase Agreement • October 1st, 2003 • Midwest Express Holdings Inc • Air transportation, scheduled • New York
RECITALS:
Rights Agreement • March 18th, 2003 • Midwest Express Holdings Inc • Air transportation, scheduled • Wisconsin
RECITALS --------
Security Agreement • October 1st, 2003 • Midwest Express Holdings Inc • Air transportation, scheduled • Wisconsin
ARTICLE II INVESTOR'S REPRESENTATIONS AND WARRANTIES
Securities Purchase Agreement • October 1st, 2003 • Midwest Express Holdings Inc • Air transportation, scheduled • Wisconsin
MIDWEST AIR GROUP, INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY Rights Agent Rights Agreement Dated as of February 15, 2006
Rights Agreement • February 22nd, 2006 • Midwest Air Group Inc • Air transportation, scheduled • Wisconsin

This Agreement, dated as of February 15, 2006, between Midwest Air Group, Inc., a Wisconsin corporation (the “Company”), and American Stock Transfer & Trust Company, a New York banking corporation (the “Rights Agent”).

MORTGAGE
Mortgage • October 1st, 2003 • Midwest Express Holdings Inc • Air transportation, scheduled
SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 12th, 1997 • Midwest Express Holdings Inc • Air transportation, scheduled
FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • March 26th, 2001 • Midwest Express Holdings Inc • Air transportation, scheduled
BETWEEN
General Terms Agreement • August 16th, 2002 • Midwest Express Holdings Inc • Air transportation, scheduled
SEVENTH AMENDMENT TO SENIOR SECURED REVOLVING CREDIT AGREEMENT and LIMITED WAIVER
Senior Secured Revolving Credit Agreement • September 5th, 2003 • Midwest Express Holdings Inc • Air transportation, scheduled • Wisconsin
KEY EXECUTIVE EMPLOYMENT AND SEVERANCE AGREEMENT
Key Executive Employment and Severance Agreement • January 25th, 2007 • Midwest Air Group Inc • Air transportation, scheduled • Wisconsin

THIS KEY EXECUTIVE EMPLOYMENT AND SEVERANCE AGREEMENT (this “Agreement”) is made and entered into as of the day of , , by and between Midwest Air Group, Inc., a Wisconsin corporation (hereinafter referred to as the “Company”), and (hereinafter referred to as the “Executive”).

Amendment No. 1 to Airport Agreement No. AC-965
Airport Agreement • July 15th, 1997 • Midwest Express Holdings Inc • Air transportation, scheduled
TO
Airline Lease • March 26th, 2002 • Midwest Express Holdings Inc • Air transportation, scheduled
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AGREEMENT AND PLAN OF MERGER BY AND AMONG MIDWEST AIR PARTNERS, LLC, MIDWEST ACQUISITION COMPANY, INC. AND MIDWEST AIR GROUP, INC. Dated as of August 16, 2007
Merger Agreement • August 17th, 2007 • Midwest Air Group Inc • Air transportation, scheduled • Wisconsin

THIS AGREEMENT AND PLAN OF MERGER is dated and effective as of August 16, 2007, by and among Midwest Air Partners, LLC, a Delaware limited liability company (the “Parent”), Midwest Acquisition Company, Inc., a Wisconsin corporation and wholly owned subsidiary of the Parent (the “Merger Sub”), and Midwest Air Group, Inc. a Wisconsin corporation (the “Company”). A glossary of defined terms is attached to this Agreement as Exhibit A.

AMENDMENT NO. 17 TO
Airline Lease Agreement • November 14th, 2000 • Midwest Express Holdings Inc • Air transportation, scheduled
AIRLINE SERVICES AGREEMENT by and between SKYWEST AIRLINES, INC. and MIDWEST AIRLINES, INC. Dated December 20, 2006 Effective as of January 1, 2007
Airline Services Agreement • March 2nd, 2007 • Midwest Air Group Inc • Air transportation, scheduled • Wisconsin

THIS AIRLINE SERVICES AGREEMENT (this “Agreement”) is dated the 20th day of December, 2006 and made effective as of the 1st day of January 2007 (the “Effective Date”), by and between SKYWEST AIRLINES, INC., a Utah corporation (“SkyWest”), and MIDWEST AIRLINES, INC., a Wisconsin corporation (“Midwest”).

ASSIGNMENT OF RIGHTS AGREEMENT
Assignment of Rights Agreement • March 13th, 1998 • Midwest Express Holdings Inc • Air transportation, scheduled • New York
FIRST AMENDMENT TO RIGHTS AGREEMENT
Rights Agreement • August 17th, 2007 • Midwest Air Group Inc • Air transportation, scheduled • Wisconsin

This First Amendment, dated as of August 16, 2007 (this “Amendment”), to the Rights Agreement, dated as of February 15, 2006 (the “Rights Agreement”), is made between Midwest Air Group, Inc., a Wisconsin corporation (the “Company”), and American Stock Transfer & Trust Company, a New York banking corporation (the “Rights Agent”). Capitalized terms not otherwise defined herein have the meanings given to such terms in the Rights Agreement.

PARTIAL TERMINATION, CONSENT AND CASH COLLATERAL AGREEMENT
Partial Termination, Consent and Cash Collateral Agreement • November 20th, 2003 • Midwest Express Holdings Inc • Air transportation, scheduled • Wisconsin

THIS PARTIAL TERMINATION, CONSENT AND CASH COLLATERAL AGREEMENT, dated as of October 21, 2003 (the “Agreement”), is by and among MIDWEST EXPRESS HOLDINGS, INC. (the “Borrower”), the lenders party hereto and U.S. BANK NATIONAL ASSOCIATION, as Agent (the “Agent”).

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