EXHIBIT 4.18
(FORM OF LEASED AIRCRAFT FRENCH PLEDGE AGREEMENT)
FRENCH PLEDGE AGREEMENT
THIS PLEDGE is made on this ______ day of ______, 200_ (this "Pledge")
BETWEEN:
(1) First Security Bank, National Association, a national banking
association having its principal place of business at 00 Xxxxx
Xxxx Xxxxxx, 0xx Xxxxx, Xxxx Xxxx Xxxx, Xxxx 00000 U.S.A.,
acting not in its individual capacity but solely as Owner
Trustee under the Trust Agreement defined below (hereinafter
referred to as the "Pledgor"); and
(2) State Street Bank and Trust Company of Connecticut, National
Association, a national banking association having its
principal place of business at 000 Xxxxxx Xxxxxx, Xxxxxxx
Square, Hartford, Connecticut 06103, U.S.A., acting not in its
individual capacity but solely as Indenture Trustee under the
Trust Indenture defined below (hereinafter referred to as the
"Pledgee").
RECITALS
(A) Pursuant to the terms of the Trust Indenture, the Pledgor has,
inter alia, assigned to the Pledgee by way of collateral
security certain of its right, interest, claims and demands in
and to the Secured Documents (as hereinafter defined).
(B) The Pledgor and the Pledgee wish to create a pledge under
French law of the right, interest, claims and demands of the
Pledgor in and to the Secured Documents.
NOW THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS:
1. DEFINITIONS
Capitalized terms used herein without definition have the
respective meanings ascribed to them in the Trust Indenture
(whether set out therein or incorporated by reference).
"Indenture Documents" means the Trust Indenture, the
Participation Agreement, the Equipment Notes and the Lease.
"Trust Indenture" means the Trust Indenture and Security
Agreement, dated as of _______ __, 200_ and made between the
Pledgor and the Pledgee.
"Secured Documents" means the Purchase Agreement Assignment,
the Consent and Agreement and the Purchase Agreement (to the
extent assigned by the Purchase Agreement Assignment).
2. PLEDGE
In order to assure the due performance by the Pledgor of the
Secured Obligations and in order to secure the payment of all
amounts due and owing by the Pledgor in connection therewith
(whether of principal, interest or other amounts), the Pledgor
hereby grants and pledges to the Pledgee, all of the Pledgor's
right, title and interest in and to the Secured Documents and
to all payments or proceeds (other than Excluded Payments) to
be received by the Pledgor and all rights of the Pledgor to
enforce such payments under all of the Secured Documents.
It is understood that this Pledge is granted as security for
the payment of:
(i) the principal amount of (i) US$_____________ payable with
respect to the Series G Equipment Notes issued pursuant to
the Indenture and (ii) US$___________ payable with respect
to the Series C Equipment Notes issued pursuant to the
Indenture;
(ii) interest on the outstanding amounts at the rate of ___%
with respect to the Series G Equipment Notes and ____%
with respect to the Series C Equipment Notes;
(iii)all other amounts payable by the Pledgor to the Pledgee under
the Indenture Documents; and
(iv) any expenses incurred in the enforcement of the payment
obligations and recovery of the sums payable under the
Indenture Documents.
3. NOTIFICATION
The Pledgor shall, in accordance with Article 2075 of the
French Civil Code, register a French translation of this Pledge
with the relevant French tax authorities ("recette des impots")
and shall give notice thereof by huissier to AVSA, S.A.R.L. and
Airbus Industrie G.I.E..
4. GOVERNING LAW
This Pledge is of a commercial nature and shall be governed by
and construed in accordance with French law.
IN WITNESS WHEREOF, the parties hereto have caused this Pledge
to be duly executed as of the day and year first above written.
FIRST SECURITY BANK, NATIONAL
ASSOCIATION, not in its individual capacity but
solely as Owner Trustee
By:
---------------------------------
Name:
Title:
` STATE STREET BANK AND TRUST COMPANY OF
CONNECTICUT, NATIONAL ASSOCIATION, not in its
individual capacity but solely as Indenture
Trustee
By:
---------------------------------
Name:
Title:
