0000100517-03-000007 Sample Contracts

Contract
Settlement Agreement • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled • Illinois

THIS AGREEMENT (the "Agreement") is made and entered into as of February 16, 2003 (the "Effective Date") between United Air Lines, Inc. ("UA") and UAL Corporation ("UAL", UA and UAL sometimes collectively referred to as "United") and Andrew P. Studdert residing at 2844 Blackhawk Road, Wilmette, Illinois 60091 (sometimes referred to as "Executive").

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SECOND AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND GUARANTY AGREEMENT
Revolving Credit, Term Loan and Guaranty Agreement • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled • New York

SECOND AMENDMENT, dated as of February 10, 2003 (the "Amendment"), to the REVOLVING CREDIT, TERM LOAN AND GUARANTY AGREEMENT, dated as of December 24, 2002, among UNITED AIR LINES, INC., a Delaware corporation (the "Borrower"), a debtor and a debtor-in-possession in a case pending under Chapter 11 of the Bankruptcy Code, UAL CORPORATION, a Delaware corporation and the parent company of the Borrower (the "Parent") and all of the direct and indirect subsidiaries of the Borrower and the Parent signatory thereto (the "Subsidiaries" and together with the Parent, each a "Guarantor" and collectively the "Guarantors"), each of which Guarantors referred to in this paragraph is a debtor and a debtor-in-possession in a case pending under Chapter 11 of the Bankruptcy Code, JPMORGAN CHASE BANK, a New York banking corporation ("JPMorgan Chase"), CITICORP USA, INC., a Delaware corporation ("CUSA"), BANK ONE, NA, a national banking corporation ("Bank One"), THE CIT GROUP/BUSINESS CREDIT, INC., a New Y

Amendment No. 1 to Glenn F. Tilton Secular Trust Agreement No. 3
Trust Amendment • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled

THIS AMENDMENT NO. 1 is made as of this 17th day of February, 2003 to the Glenn F. Tilton Trust Agreement No. 3 dated September 5, 2002 (the "Trust") by and among UAL Corporation (the "Company"), Glenn F. Tilton (the "Executive") and The Northern Trust Company, as trustee (the "Trustee").

Amendment No. 2 to Glenn F. Tilton Secular Trust Agreement No. 3
Trust Amendment • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled

THIS AMENDMENT NO. 2 is made as of this 28th day of February, 2003 to the Glenn F. Tilton Trust Agreement No. 3 dated September 5, 2002 (the "Trust") by and among UAL Corporation (the "Company"), Glenn F. Tilton (the "Executive") and The Northern Trust Company, as trustee (the "Trustee").

Amendment No. 2 to Glenn F. Tilton Secular Trust Agreement No. 2
Trust Agreement • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled

THIS AMENDMENT NO. 2 is made as of this 28th day of February, 2003 to the Glenn F. Tilton Trust Agreement No. 2 dated September 5, 2002 (the "Trust") by and among UAL Corporation (the "Company"), Glenn F. Tilton (the "Executive") and The Northern Trust Company, as trustee (the "Trustee").

Employment Agreement Amendment No. 1
Employment Agreement • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled

THIS AMENDMENT, made as of the 8th day of December, 2002, by and between UAL Corporation, a Delaware corporation ("UAL") and United Air Lines, Inc., a Delaware corporation ("UA", UAL and UA sometimes collectively referred to as "United") and Glenn F. Tilton ("Executive").

REVOLVING CREDIT, TERM LOAN AND GUARANTY AGREEMENT Among UNITED AIR LINES, INC., a Debtor and a Debtor-in-Possession under Chapter 11 of the Bankruptcy Code, as Borrower, and UAL CORPORATION, a Debtor and a Debtor-in-Possession under Chapter 11 of the...
Revolving Credit, Term Loan and Guaranty Agreement • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled

REVOLVING CREDIT, TERM LOAN AND GUARANTY AGREEMENT, dated as of December 24, 2002, among UNITED AIR LINES, INC., a Delaware corporation (the "Borrower"), a debtor and a debtor-in-possession in a case pending under Chapter 11 of the Bankruptcy Code, UAL CORPORATION, a Delaware corporation and the parent company of the Borrower (the "Parent") and all of the direct and indirect subsidiaries of the Borrower and the Parent signatory hereto (the "Subsidiaries" and together with the Parent, each a "Guarantor" and collectively the "Guarantors"), each of which Guarantors referred to in this paragraph is a debtor and a debtor-in-possession in a case pending under Chapter 11 of the Bankruptcy Code (the cases of the Borrower and the Guarantors, each a "Case" and collectively, the "Cases"), JPMORGAN CHASE BANK, a New York banking corporation ("JPMorgan Chase"), CITICORP USA, INC., a Delaware corporation ("CUSA"), BANK ONE, NA, a national banking corporation ("Bank One"), THE CIT GROUP/BUSINESS CRED

Contract
Employment Agreement • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled • Illinois

THIS AGREEMENT (the "Agreement") is made and entered into as of February 16, 2003 (the "Effective Date") between United Air Lines, Inc. ("UA") and UAL Corporation ("UAL", UA and UAL sometimes collectively referred to as "United") and Rono J. Dutta residing at 1044 Mohawk Rd, Wilmette, Illinois 60091 (sometimes referred to as "Executive").

FIRST AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND GUARANTY AGREEMENT
Revolving Credit, Term Loan and Guaranty Agreement • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled • New York

FIRST AMENDMENT, dated as of February 10, 2003 (the "Amendment"), to the REVOLVING CREDIT, TERM LOAN AND GUARANTY AGREEMENT, dated as of December 24, 2002, among UNITED AIR LINES, INC., a Delaware corporation (the "Borrower"), a debtor and a debtor-in-possession in a case pending under Chapter 11 of the Bankruptcy Code, UAL CORPORATION, a Delaware corporation and the parent company of the Borrower (the "Parent") and all of the direct and indirect subsidiaries of the Borrower and the Parent signatory hereto (the "Subsidiaries" and together with the Parent, each a "Guarantor" and collectively the "Guarantors"), each of which Guarantors referred to in this paragraph is a debtor and a debtor-in-possession in a case pending under Chapter 11 of the Bankruptcy Code (the cases of the Borrower and the Guarantors, each a "Case" and collectively, the "Cases"), JPMORGAN CHASE BANK, a New York banking corporation ("JPMorgan Chase"), CITICORP USA, INC., a Delaware corporation ("CUSA"), BANK ONE, NA,

Amendment No. 1 to Glenn F. Tilton Secular Trust Agreement No. 2
Trust Amendment • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled

THIS AMENDMENT NO. 1 is made as of this 17th day of February, 2003 to the Glenn F. Tilton Trust Agreement No. 2 dated September 5, 2002 (the "Trust") by and among UAL Corporation (the "Company"), Glenn F. Tilton (the "Executive") and The Northern Trust Company, as trustee (the "Trustee").

Amendment No. 1 to Glenn F. Tilton Secular Trust Agreement No. 1
Trust Amendment • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled

THIS AMENDMENT NO. 1 is made as of this 17th day of February, 2003 to the Glenn F. Tilton Trust Agreement No. 1 dated September 5, 2002 (the "Trust") by and among UAL Corporation (the "Company"), Glenn F. Tilton (the "Executive") and The Northern Trust Company, as trustee (the "Trustee").

DEBTOR IN POSSESSION CREDIT AGREEMENT
Credit Agreement • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled • Illinois

This Debtor In Possession Credit Agreement, dated as of December 24, 2002 ("Closing Date"), is among United Air Lines, Inc., a Delaware corporation, as debtor and debtor in possession ("Borrower"), the parties identified herein as the "Credit Parties", as debtors and debtors in possession, the Lenders (as defined below) and Bank One, NA, a national banking association having its principal office in Chicago, Illinois, as Agent. The parties hereto agree as follows:

Amendment No. 2 to Glenn F. Tilton Secular Trust Agreement No. 1
Trust Amendment • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled

THIS AMENDMENT NO. 2 is made as of this 28th day of February, 2003 to the Glenn F. Tilton Trust Agreement No. 1 dated September 5, 2002 (the "Trust") by and among UAL Corporation (the "Company"), Glenn F. Tilton (the "Executive") and The Northern Trust Company, as trustee (the "Trustee").

THIRD AMENDMENT TO REVOLVING CREDIT, TERM LOAN AND GUARANTY AGREEMENT
Revolving Credit, Term Loan and Guaranty Agreement • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled

THIRD AMENDMENT, dated as of February 18, 2003 (the "Amendment"), to the REVOLVING CREDIT, TERM LOAN AND GUARANTY AGREEMENT, dated as of December 24, 2002, among UNITED AIR LINES, INC., a Delaware corporation (the "Borrower"), a debtor and a debtor-in-possession in a case pending under Chapter 11 of the Bankruptcy Code, UAL CORPORATION, a Delaware corporation and the parent company of the Borrower (the "Parent") and all of the direct and indirect subsidiaries of the Borrower and the Parent signatory hereto (the "Subsidiaries" and together with the Parent, each a "Guarantor" and collectively the "Guarantors"), each of which Guarantors referred to in this paragraph is a debtor and a debtor-in-possession in a case pending under Chapter 11 of the Bankruptcy Code (the cases of the Borrower and the Guarantors, each a "Case" and collectively, the "Cases"), JPMORGAN CHASE BANK, a New York banking corporation ("JPMorgan Chase"), CITICORP USA, INC., a Delaware corporation ("CUSA"), BANK ONE, NA,

FIRST AMENDMENT AND LIMITED WAIVER TO DEBTOR IN POSSESSION CREDIT AGREEMENT
Debtor in Possession Credit Agreement • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled • Illinois

This First Amendment and Limited Waiver to Debtor in Possession Credit Agreement, dated as of February 19, 2003 (this "Amendment"), is by and among United Air Lines, Inc., a Delaware corporation, as debtor and debtor in possession, the Persons named in the Credit Agreement as Credit Parties (as such term is defined in the Credit Agreement), as debtors and debtors in possession, Bank One, NA, a national banking association ("Agent"), and the Persons signatory to the Credit Agreement from time to time as Lenders.

Amendment No. 2
Employment Agreement • March 28th, 2003 • Ual Corp /De/ • Air transportation, scheduled

THIS AMENDMENT No. 2 is made as of this 17th day of February, 2003 to the Employment Agreement (the "Employment Agreement") dated September 5, 2002 by and between Glenn F. Tilton ("Executive"), and UAL Corporation and United Airlines, Inc. (collectively, "United").

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