INTERCREDITOR AGREEMENT dated as of October 4, 2010, among CHC HELICOPTER S.A., the other GRANTORS party hereto, HSBC CORPORATE TRUSTEE COMPANY (UK) LIMITED, as Initial Collateral Agent, HSBC BANK PLC, as Administrative Agent, THE BANK OF NEW YORK...Intercreditor Agreement • May 9th, 2012 • Integra Leasing As • Air transportation, nonscheduled • New York
Contract Type FiledMay 9th, 2012 Company Industry JurisdictionINTERCREDITOR AGREEMENT dated as of October 4, 2010 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), among CHC HELICOPTER S.A. (formerly CHC Helicopter S.à r.l.), a public limited liability company (société anonyme) incorporated under the laws of Luxembourg whose registered office is located at 13-15 avenue de la Liberté, L-1931 Luxembourg, with a share capital of EUR 494,541,423 and registered with the R.C.S. Luxembourg under number B-139,673 (the “Borrower”), the other GRANTORS (as defined below) party hereto, HSBC CORPORATE TRUSTEE COMPANY (UK) LIMITED, as collateral agent for the Credit Agreement Secured Parties (as defined below) and the Senior Secured Notes Secured Parties (as defined below) (in such capacity, together with its successors, the “Initial Collateral Agent”), THE BANK OF NEW YORK MELLON, as Indenture Trustee (as defined below), HSBC BANK PLC, as Administrative Agent (as defined below) and each ADDITIONAL COLLATERAL AGENT from time