EXHIBIT 10.6.2 FIRST AMENDMENT AND CONSENT FIRST AMENDMENT AND CONSENT (this "AMENDMENT"), dated as of November 30, 2004, among ATLAS FREIGHTER LEASING III, INC., a Delaware corpration (the "BORROWER"), the lenders from time to time party to the...Lease Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled • New York
EX-10.18.1 EMPLOYMENT AGREEMENT This Employment Agreement (hereinafter referred to as the "Agreement") is made and entered into as of the 1st day of May, 2003 by and between Ronald A. Lane (hereinafter referred to as "Employee") and Atlas Air...Employment Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled • New York
EXHIBIT 10.6.8 AMENDMENT NO. 4 TO SECURITY AGREEMENT AND CHATTEL MORTGAGE (AIRCRAFT NO. N5O5MC)(1) THIS FOURTH AMENDMENT TO THE SECURITY AGREEMENT AND CHATTEL MORTGAGE is dated as of May 31, 2005, (this "AMENDMENT"), and entered into by and between...Security Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled • New York
GUARANTYAtlas Air Worldwide Holdings Inc • June 30th, 2005 • Air transportation, nonscheduled • New York
EXHIBIT 10.9.2 SECOND AMENDMENT AGREEMENT (MSN 30808) Dated as of January 31, 2005Sublease Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled
EX-10.19.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (hereinafter referred to as the "Agreement") is made and entered into as of the 1st day of April, 2005 by and between John W. Dietrich (hereinafter...Employment Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled • New York
EXHIBIT 10.6.6 AMENDMENT NO. 2 TO THE AMENDED AND RESTATED LEASE AGREEMENT(1) AMENDMENT NO. 2 TO THE AMENDED AND RESTATED LEASE AGREEMENT (this "AMENDMENT"), dated as of May 31, 2005, between ATLAS FREIGHTER LEASING III, INC., a Delaware corporation...Lease Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled • New York
EXHIBIT 10.8.6 GUARANTY 22237 GUARANTY 22237, dated as of July 27, 2004 (this "GUARANTY"), of ATLAS AIR WORLDWIDE HOLDINGS, INC., a Delaware corporation (together with its successors and assigns, "HOLDINGS") in favor of POLARIS AIRCRAFT (PACIFIC RIM),...Atlas Air Worldwide Holdings Inc • June 30th, 2005 • Air transportation, nonscheduled
EXHIBIT 10.7.4 ACKNOWLEDGMENT AND AGREEMENT (MSN 32838) POLAR AIR CARGO, INC., a Delaware corporation ("POLAR"), with reference to Amendment Agreement (MSN 32838), dated as of August 1, 2003 (the "AGREEMENT"), between Atlas Air, Inc. ("LESSEE") and...Acknowledgment and Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled
POLAR AIR CARGO, INC., a Delaware corporation ("POLAR"), with reference to Amendment Agreement (MSN 32838), dated as of August 1, 2003 (the "AGREEMENT"), between Atlas Air, Inc. ("LESSEE") and Tuolumne River Aircraft Finance, Inc. ("LESSOR"), DOES HEREBY ACKNOWLEDGE AND AGREE (to, with and for the benefit of Lessor and its successors and assigns) that Polar is bound by, and obligated to perform and observe, and hereby agrees to perform and observe, the terms, provisions, conditions and covenants contained in Sections 2(d), 2(e)(i), 2(f), 4(c), 7 and 8 of the Agreement (and applicable to or in respect of a "Lessee Party" or a "Lessee Party" other than Lessee or an "Affiliate" of Lessee), in each case, with the same force and effect as if Polar were party to the Agreement (in the capacity of a "Lessee Party").
EXHIBIT 10.8.5 GUARANTY 22237 GUARANTY 22237, dated as of July 27, 2004 (this "GUARANTY"), of ATLAS AIR, INC., a Delaware corporation (together with its successors and assigns, "ATLAS") in favor of POLARIS AIRCRAFT (PACIFIC RIM), INC., a California...Atlas Air Worldwide Holdings Inc • June 30th, 2005 • Air transportation, nonscheduled
EXHIBIT 10.8.4 ACKNOWLEDGMENT, CONSENT AND AGREEMENT (MSN 22237) ATLAS AIR WORLDWIDE HOLDINGS, INC., a Delaware corporation ("GUARANTOR"), with reference to the Guaranty, dated as of November 9, 2001 (the "GUARANTY"), made by Guarantor in favor of...Consent and Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled
EXHIBIT 4.1.41Atlas Air Worldwide Holdings Inc • June 30th, 2005 • Air transportation, nonscheduled • New York
EX-10.20.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT, dated as of November 1, 2000, ("AGREEMENT"), is -made by and between JAMES CATO ("EMPLOYEE") and ATLAS AIR, INC. ("ATLAS"). WHEREAS, EMPLOYEE warrants that he is entering voluntarily into this...Employment Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled • New York
WITNESSETH:Assignment and Assumption Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled • New York
EXHIBIT 10.16.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (hereinafter referred to as the "Agreement") is made and entered into as of the 1st day of April, 2005 by and between Jeffrey Erickson...Employment Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled • New York
WITNESSETH:Assignment and Assumption Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled • New York
WITNESSETH:Assignment and Assumption Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled • New York
EXHIBIT 10.6.7The Security Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled
EXHIBIT 10.7.6 GUARANTY 32838 GUARANTY 32838, dated as of July 27, 2004 (this "GUARANTY"), of ATLAS AIR WORLDWIDE HOLDINGS, INC., a Delaware corporation (together with its successors and assigns, "HOLDINGS") in favor of TUOLUMNE RIVER AIRCRAFT...Serial Guarantor Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled
GUARANTYLease Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled • New York
EXHIBIT 10.5.7Agent Borrower Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled
EXHIBIT 10.5.4The First Security Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled
GUARANTY (N505MC)Lease Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled • New York
WITNESSETH:Assignment and Assumption Agreement • June 30th, 2005 • Atlas Air Worldwide Holdings Inc • Air transportation, nonscheduled • New York
