0001104659-11-017462 Sample Contracts

Contract
Second Supplemental Indenture • March 29th, 2011 • Global Aviation Holdings Inc. • Air transportation, nonscheduled • New York

THIS SECOND SUPPLEMENTAL INDENTURE, dated as of March 29, 2011, (this “Second Supplemental Indenture”), is entered into by and among GLOBAL AVIATION HOLDINGS INC., NORTH AMERICAN AIRLINES, INC. AND WORLD AIRWAYS, INC. (collectively the “Issuers”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, as trustee and as collateral agent (the “Trustee”).

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SECOND AMENDMENT AND WAIVER TO SECOND-LIEN TERM LOAN CREDIT AGREEMENT
Second-Lien Term Loan Credit Agreement • March 29th, 2011 • Global Aviation Holdings Inc. • Air transportation, nonscheduled

THIS SECOND AMENDMENT AND WAIVER TO SECOND-LIEN TERM LOAN CREDIT AGREEMENT (the “Second Amendment”) is entered into effective as of March 29, 2011, by and among Global Aviation Holdings Inc., a Delaware corporation (“Parent”), North American Airlines, Inc., a Delaware corporation (“NAA”), and World Airways, Inc., a Delaware corporation (“WAI” and, together with the Parent and NAA, the “Borrowers” and each a “Borrower”), the Guarantors (“Guarantors”) and the Lenders (“Lenders”) party to the Credit Agreement described below and Wells Fargo Bank, National Association (the “Agent”), as administrative agent for the Lenders (in such capacity, the “Administrative Agent”) and as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent”).

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