NORTHWEST AIRLINES, INC.
FIRST AMENDMENT TO FIRST AMENDED AND RESTATED
AIRPORT AGREEMENT
This First Amendment to the First Amended and Restated Airport
Agreement (this "Amendment") made and enters into this 26th day of June, 1998,
by and betweeen the County of Xxxxx, a Michigan Charter County, by and
through its Chief Executive Officer, hereinafter referred to as "Lessor", and
Northwest Airlines, Inc., a Minnesota corporation, hereinafter referred to as
"Lessee".
Witnesseth:
WHEREAS, Lessor and Lessee are parties to that certain First Amended
and Restated Airport Agreement dated as of October 10, 1996 (the "First Amended
and Restated Airport Agreement"), which became effective as of December 19,
1997; and
WHEREAS, Lessor and Lessee deem it necessary and advisable to amend
the First Amended and Restated Airport Agreement in certain respects;
NOW, THEREFORE, for and in consideration of the premises and of the
mutual covenants and agreements herein contained, Lessor and Lessee agree as
follows:
Section 1. Subparagraph (2) under the definition of "Revenue
Requirement" in Article IIIB.1 of the First Amended and Restated Airport
Agreement is hereby deleted in its entirety and the following subparagraph (2)
is hereby substituted in lieu thereof:
"(2) one hundred twenty-five percent (125%) of the amount of
principal and interest due (net of any capitalized interest)
for such Fiscal Year on all then outstanding Bonds, less
any unencumbered amounts on deposit in the Revenue Fund on
the last day of the Fiscal Year preceding such Fiscal Year
that are useable to satisfy the rate covenant requirements
of any bond ordinance under which Bonds were issued;
provided that amounts on deposit in the ACE Account that are
transferred to the Revenue Fund in Fiscal Year 1998
pursuant to the requirements of the Bond Ordinance shall be
deemed to have been on deposit in the Revenue Fund on the
last day of Fiscal Year 1997; plus"
Section 2. Subparagraph (4) under the definition of "Revenue
Requirement" in Article IIIB.1 of the First Amended and Restated Airport
Agreement is hereby deleted in its entirety and the following
subparagraph (4) is hereby substituted in lieu thereof:
"(4) commencing in the Fiscal Year 1999, an amount equal to $5
million (which amount shall be escalated each Fiscal Year
beginning in Fiscal Year 2002 to reflect percentage
increases in the Producer Price Index during the most
recently ended 12-month period for which such index is
published) minus the amount, if any, deposited for such
Fiscal Year into the ACE Account; plus"
Section 3. Subparagraph (4) of Article IIIB.2(a) of the First
Amended and Restated Airport Agreement is hereby deleted in its entirety and
the following subparagraph (4) is hereby substituted in lieu thereof:
"(4) Deposits shall be made into the Bond Reserve Account, the
Operation and Maintenance Reserve Fund and the Renewal and
Replacement Fund pursuant to the provisions of Ordinance
319 and into any other funds for similar purposes established
pursuant to other ordinances under which Bonds are issued;"
Section 4. The defined terms "Subordinate Bond Reserve Account,"
and "Reserve Fund" are hereby deleted from Article XXVIII of the First Amended
and Restated Airport Agreement.
Section 5. Except to the extent amended by this Amendement, the
First Amended and Restated Airport Agreement remains unamended, and shall
become effective as set forth therein.
Section 6. All reference in notices, requests, certificates and
other instruments executed and delivered after the date of effectiveness of
this Amendement may refer to the First Amended and Restated Airport Agreement
without making specific reference to this Amendment, but such reference
nevertheless shall be deemed to include this Amendment unless the context
shall clearly otherwise require.
Section 7. This Amendement may be executed in several
counterparts, each of which shall be an original and all of which shall
constitute but one and the same instrument.
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to
be executed as of the day and year first above written.
COUNTY OF XXXXX
CHIEF EXECUTIVE OFFICER
/s/ Xxxxxx X. XxXxxxxx
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Xxxxxx X. XxXxxxxx
NORTHWEST AIRLINES, INC.
By: /s/ Xxxxx X. Xxxxxxxxx
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Its: Xxxxx X. Xxxxxxxxx, VP
Facilities and Airport Affairs
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