0001047469-12-000763 Sample Contracts

EXECUTIVE SEVERANCE AGREEMENT
Executive Severance Agreement • February 9th, 2012 • Hawaiian Holdings Inc • Air transportation, scheduled • Hawaii

THIS EXECUTIVE SEVERANCE AGREEMENT dated as of the last date signed below ("Agreement"), by and between HAWAIIAN AIRLINES, INC., a Hawaii corporation (the "Company") headquartered 3375 Koapaka St., Ste. G350, Honolulu, HI 96819, and HOYT H. ZIA (the "Executive"), a Hawaii resident (collectively, the "Parties").

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PURCHASE AGREEMENT (AIRCRAFT NO. 1)
Purchase Agreement • February 9th, 2012 • Hawaiian Holdings Inc • Air transportation, scheduled • New York

WILMINGTON TRUST COMPANY, a Delaware trust company, not in its individual capacity except as expressly set forth herein but solely as owner trustee under the Trust Agreement, as lessor ("Lessor"), HKAC LEASING LIMITED, a private Irish limited company, as owner participant ("Owner Participant"), and HAWAIIAN AIRLINES, INC., a Delaware corporation, as lessee ("Lessee").

Rolls-Royce plc PO Box 31,Derby DE24 8BJ,England Telephone: +44 (0) 1332 242424 Fax: +44 (0) 01332 249936 www.rolls-royce.com
Amendment to Side Letter Agreement • February 9th, 2012 • Hawaiian Holdings Inc • Air transportation, scheduled • New York

This Amendment to SLA1 records the agreement of the Parties in respect of the Purchase Right Aircraft which Hawaiian has agreed to take delivery of and will be incorporated in the General Terms Agreement reference DEG5327 dated October 27, 2008 ("Agreement"). Except as specifically amended or defined herein, defined terms used in this Amendment shall have the meanings assigned to them in SLA1 or the Agreement (as defined in SLA1).

Rolls-Royce plc PO Box 31,Derby DE24 8BJ,England Telephone: +44 (0) 1332 242424 Fax: +44 (0) 01332 249936 www.rolls-royce.com
General Terms Agreement • February 9th, 2012 • Hawaiian Holdings Inc • Air transportation, scheduled

This Amendment to the Agreement records the agreement of the Parties in respect of additional Firm Aircraft, which Hawaiian has agreed to take delivery of and will be incorporated in the Agreement. Except as specifically amended or defined herein, defined terms used in this Amendment shall have the meanings assigned to them in the Agreement.

AMENDMENT NUMBER FOUR TO AMENDED AND RESTATED CREDIT AGREEMENT AND AMENDMENT NUMBER ONE TO AMENDED AND RESTATED SECURITY AGREEMENT
Credit Agreement • February 9th, 2012 • Hawaiian Holdings Inc • Air transportation, scheduled • New York

THIS AMENDMENT NUMBER FOUR TO AMENDED AND RESTATED CREDIT AGREEMENT AND AMENDMENT NUMBER ONE TO AMENDED AND RESTATED SECURITY AGREEMENT (this "Amendment"), dated as of October 13, 2011, is entered into by and among the lenders identified on the signature pages hereof (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each as a "Lender", and, collectively, the "Lenders"), WELLS FARGO CAPITAL FINANCE, INC., a California corporation, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, "Agent"), HAWAIIAN HOLDINGS, INC., a Delaware corporation ("Parent"), HAWAIIAN AIRLINES, INC., a Delaware corporation ("Borrower"), and AIRLINE CONTRACT MAINTENANCE AND EQUIPMENT, INC., a Delaware corporation ("ACME"), and in light of the following:

Amendment N°6 to the Airbus A330/A350XWB Purchase Agreement Dated as of January 31, 2008 Between AIRBUS S.A.S. And HAWAIIAN AIRLINES, INC.
Airbus A330/A350xwb Purchase Agreement • February 9th, 2012 • Hawaiian Holdings Inc • Air transportation, scheduled

This Amendment N°6 between Airbus S.A.S. and Hawaiian Airlines, Inc., (hereinafter referred to as the "Amendment") is entered into as of November 14, 2011, by and between Airbus S.A.S., organized and existing under the laws of the Republic of France, having its registered office located at 1, Rond-Point Maurice Bellonte, 31700 Blagnac, France (hereinafter referred to as the "Seller"), and Hawaiian Airlines, Inc. a corporation, organized and existing under the laws of the State of Delaware, United States of America, having its principal corporate offices located at 3375 Koapaka Street, Ste. G-350, Honolulu, Hawaii, 96819, USA (hereinafter referred to as the "Buyer")

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