0000100517-01-500026 Sample Contracts

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CLASS I JUNIOR PREFERRED STOCK SUBSCRIPTION AGREEMENT
Class I Junior Preferred Stock Subscription Agreement • March 16th, 2001 • Ual Corp /De/ • Air transportation, scheduled • Delaware

This Agreement (the "Agreement") has been made and entered into as of this 12th day of July, 1994, by and among UAL Corporation, a Delaware corporation (the "Company"), the Air Line Pilots Association, International ("ALPA"), pursuant to its authority as the collective bargaining representative for the crafts or class of pilots employed by United Airlines, Inc. ("United"), the International Association of Machinists and Aerospace Workers ("IAM"), pursuant to its authority as the collective bargaining representative for the crafts or classes of mechanics and related employees, ramp and stores employees, food service employees, dispatchers, and security officers employed by United, and Duane D. Fitzgerald (the "Proposed Class I Preferred Stockholder").

UAL CORPORATION SUPPLEMENTAL ESOP TRUST AGREEMENT Effective July 12, 1994 TRUST AGREEMENT INDEX RECITALS: 1
Trust Agreement • March 16th, 2001 • Ual Corp /De/ • Air transportation, scheduled • Massachusetts
UAL CORPORATION FIRST CHICAGO TRUST COMPANY OF NEW YORK, As Depositary AND THE HOLDERS FROM TIME TO TIME OF THE DEPOSITARY RECEIPTS DESCRIBED HEREIN DEPOSIT AGREEMENT Dated as of July 12, 1994 Definitions FORM OF RECEIPTS, DEPOSIT OF STOCK,EXECUTION...
Deposit Agreement • March 16th, 2001 • Ual Corp /De/ • Air transportation, scheduled • New York

among UAL CORPORATION, a Delaware corporation (the "Company"), FIRST CHICAGO TRUST COMPANY OF NEW YORK, a New York State trust Company (the "Depositary"), and the holders from time to time of the Receipts described herein.

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Preferred Stockholders' Agreement • March 16th, 2001 • Ual Corp /De/ • Air transportation, scheduled • Delaware

This Agreement (the "Agreement") has been made and entered into as of this 12th day of July, 1994, by and among UAL Corporation, a Delaware corporation (the "Company"), Joseph V. Vittoria (the "Designated Nominee") and Paul G. George (the "Designated Stockholder").

SECOND AMENDMENT TO THE AGREEMENT AND PLAN OF RECAPITALIZATION
Agreement and Plan of Recapitalization • March 16th, 2001 • Ual Corp /De/ • Air transportation, scheduled • Delaware

Second Amendment (this "Amendment"), dated as of June 29, 1994, to the Agreement and Plan of Recapitalization (as amended, the "Plan of Recapitalization"), dated as of March 25, 1994, by and among UAL Corporation, a Delaware corporation (the "Company"), Air Line Pilots Association, International, pursuant to its authority as the collective bargaining representative for the crafts or class of pilots employed by United Air Lines, Inc., a Delaware corporation and a wholly-owned subsidiary of the Company ("United"), and the International Association of Machinists and Aerospace Workers, pursuant to its authority as the collective bargaining representative for the crafts or classes of mechanics and related employees, ramp and stores employees, food service employees, dispatchers and security officers employed by United, as amended by the First Amendment to the Plan of Recapitalization, dated as of June 2, 1994.

UAL CORPORATION EMPLOYEE STOCK OWNERSHIP PLAN TRUST AGREEMENT Between UAL CORPORATION and STATE STREET BANK AND TRUST COMPANY
Employee Stock Ownership Plan Trust Agreement • March 16th, 2001 • Ual Corp /De/ • Air transportation, scheduled • Massachusetts

THIS AGREEMENT has been made as of the 12th day of July, 1994, between UAL CORPORATION, a corporation organized under the laws of the State of Delaware with its principal place of business in Elk Grove Township, Illinois (hereinafter referred to as the "Company"), and STATE STREET BANK AND TRUST COMPANY, a Massachusetts trust company with its principal place of business at 225 Franklin Street, Boston, Massachusetts (hereinafter referred to as the "Trustee").

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