GUARANTYGuaranty • August 4th, 2011 • Pinnacle Airlines Corp • Air transportation, scheduled • New York
WHEREAS, concurrently herewith, Colgan Air, Inc. (“Lessee”), a Virginia corporation, is entering into the Aircraft Lease Agreement (as amended or supplemented, the “Lease”) dated as of the date hereof, with Wells Fargo Bank Northwest, National Association, not individually but solely as Owner Trustee (“Lessor”), in connection with the lease of one (1) Bombardier DHC-8-402 aircraft, bearing Manufacturer’s Serial Number 4351. Capitalized terms used herein without definition, unless the context otherwise requires, have the meanings specified in the Lease; and
ContractAircraft Sale Agreement • August 4th, 2011 • Pinnacle Airlines Corp • Air transportation, scheduled
CERTAIN PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE SYMBOL “[***]” HAS BEEN INSERTED IN PLACE OF THE PORTIONS SO OMITTED.
EQUIPMENT MORTGAGE AND SECURITY AGREEMENT dated as of June 24, 2011 made by MESABA AVIATION, INC., as Grantor in favor of as Collateral AgentEquipment Mortgage and Security Agreement • August 4th, 2011 • Pinnacle Airlines Corp • Air transportation, scheduled • New York
THIS EQUIPMENT MORTGAGE AND SECURITY AGREEMENT dated as of June 24, 2011 (this “Mortgage”) is made by MESABA AVIATION, INC., a Minnesota corporation (the “Grantor”), in favor of C.I.T. LEASING CORPORATION, acting as administrative agent and collateral agent (in such capacity, the “Collateral Agent”) for the Lenders.
TERM LOAN B NOTETerm Loan Note • August 4th, 2011 • Pinnacle Airlines Corp • Air transportation, scheduled
FOR VALUE RECEIVED, each of the undersigned, PINNACLE AIRLINES, INC., a Georgia corporation (“Pinnacle”), COLGAN AIR, INC., a Virginia corporation (“Colgan”), and MESABA AVIATION, INC., a Minnesota corporation (“Mesaba”, and together with Pinnacle and Colgan, each a “Borrower” and collectively, the “Borrowers”), jointly and severally, hereby promise to pay to CIT BANK (the “Lender”), at the office of C.I.T. Leasing Corporation, as administrative agent and collateral agent (the “Administrative Agent”), at 30 S. Wacker Drive, Chicago, IL 60606, on the Term Loan Maturity Date, as such term is defined in the Credit Agreement dated as of July 30, 2009, as amended, among the Borrowers, the Lenders party thereto from time to time including the Lender, the Administrative Agent, and certain other parties from time to time party thereto (as the same may be further amended, modified or supplemented from time to time in accordance with its terms, the “Credit Agreement”), or earlier as provided for
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 4th, 2011 • Pinnacle Airlines Corp • Air transportation, scheduled
THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of June 24, 2011 among PINNACLE AIRLINES, INC., a Georgia corporation (“Pinnacle”), COLGAN AIR, INC., a Virginia corporation (“Colgan”), and MESABA AVIATION, INC., a Minnesota corporation (“Mesaba”, and together with Pinnacle and Colgan, each a “Borrower” and collectively, the “Borrowers”), the Loan Parties party hereto (the “Loan Parties”), the lenders party hereto (the “Lenders”), and C.I.T. LEASING CORPORATION, as Administrative Agent (in such capacity, “Administrative Agent”) and Collateral Agent.
EQUIPMENT MORTGAGE AND SECURITY AGREEMENT SUPPLEMENT NO. 1Equipment Mortgage and Security Agreement Supplement • August 4th, 2011 • Pinnacle Airlines Corp • Air transportation, scheduled
THIS EQUIPMENT MORTGAGE AND SECURITY AGREEMENT SUPPLEMENT NO. 1 dated June 24, 2011 (this “Mortgage Supplement”) made by MESABA AVIATION, INC., a Minnesota corporation (the “Grantor”), in favor of C.I.T. LEASING CORPORATION, acting as administrative agent and collateral agent (in such capacity, the “Collateral Agent”).
SUBSTITUTE TERM LOAN A NOTETerm Loan Note • August 4th, 2011 • Pinnacle Airlines Corp • Air transportation, scheduled
FOR VALUE RECEIVED, each of the undersigned, PINNACLE AIRLINES, INC., a Georgia corporation (“Pinnacle”), and COLGAN AIR, INC., a Virginia corporation (“Colgan”) and MESABA AVIATION, INC., a Minnesota corporation (“Mesaba”, and together with Pinnacle and Colgan, each a “Borrower” and collectively, the “Borrowers”), jointly and severally, hereby promise to pay to CIT BANK (the “Lender”), at the office of C.I.T. Leasing Corporation, as administrative agent and collateral agent (the “Administrative Agent”), at 30 S. Wacker Drive, Chicago, IL 60606, on the Term Loan Maturity Date, as such term is defined in the Credit Agreement dated as of July 30, 2009, as amended, among the Borrowers, the Lenders party thereto from time to time including the Lender, the Administrative Agent, and certain other parties from time to time party thereto (as the same may be further amended, modified or supplemented from time to time in accordance with its terms, the “Credit Agreement”), or earlier as provided
