THIRTEENTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 21st, 2006 • Pemco Aviation Group Inc • Aircraft
THIS THIRTEENTH AMENDMENT TO CREDIT AGREEMENT (the “Thirteenth Amendment”) is made effective as of February 15, 2006, among PEMCO AVIATION GROUP, INC., a Delaware corporation, PEMCO AEROPLEX, INC., an Alabama corporation, PEMCO ENGINEERS, INC., a Delaware corporation, PEMCO WORLD AIR SERVICES, INC., a Delaware corporation, SPACE VECTOR CORPORATION, a Delaware corporation (collectively, the “Borrowers”), WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association (successor by merger to SouthTrust Bank), as Agent (the “Agent”), WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association (successor by merger to SouthTrust Bank), as a Lender, and COMPASS BANK, an Alabama banking corporation, as a Lender. Capitalized terms used herein but not defined shall have the meanings as set forth in the Credit Agreement, as amended (as hereinafter defined).
SECURITY AGREEMENTSecurity Agreement • February 21st, 2006 • Pemco Aviation Group Inc • Aircraft • New York
This SECURITY AGREEMENT is made as of February 15, 2006 (as amended, restated or otherwise modified from time to time, the “Security Agreement”), between each of PEMCO AVIATION GROUP, INC., a Delaware corporation (the “Company”), each of the Subsidiaries of the Company identified on the signature pages hereto (the Company and each of such Subsidiaries, together with any other Subsidiary of the Company that becomes a party hereto from time to time after the date hereof, the “Grantors”) and WACHOVIA BANK, NATIONAL ASSOCIATION, in its capacity as collateral agent for the Secured Parties referred to below (together with any successors and assigns thereto in such capacity, the “Collateral Agent”).
INTERCREDITOR AGREEMENTIntercreditor Agreement • February 21st, 2006 • Pemco Aviation Group Inc • Aircraft • Alabama
THIS INTERCREDITOR AGREEMENT (this “Agreement”) is dated as of the 15th day of February, 2006, by and among PEMCO AVIATION GROUP, INC., a Delaware corporation, PEMCO AEROPLEX, INC., an Alabama corporation, PEMCO ENGINEERS, INC., a Delaware corporation, PEMCO WORLD AIR SERVICES, INC., a Delaware corporation, SPACE VECTOR CORPORATION, a Delaware corporation (collectively, the “Borrowers”), WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association (successor by merger to SouthTrust Bank), as Agent (the “Agent”), WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association (successor by merger to SouthTrust Bank) (“Wachovia”), COMPASS BANK, an Alabama banking corporation (“Compass”) (Wachovia and Compass hereinafter referred to collectively as the “Senior Lenders” and each singularly as a “Senior Lender”), WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, as collateral agent for Subordinating Party (in such capacity, the “Collateral Agent”), and SILVER C
PURCHASE AGREEMENTPurchase Agreement • February 21st, 2006 • Pemco Aviation Group Inc • Aircraft • New York
PURCHASE AGREEMENT dated as of February 15, 2006 (the “Agreement”) among PEMCO AVIATION GROUP, INC., a Delaware corporation (the “Company”), each of the Subsidiaries of the Company identified under the caption “GUARANTORS” on the signature pages hereto (the “Guarantors” and each individually a “Guarantor”, and, together with the Company, the “Obligors”) and Silver Canyon Services, Inc., a Nevada corporation (the “Purchaser”).
