REVOLVING CREDIT AGREEMENT (2015-1A) Dated as of August 11, 2015 between WILMINGTON TRUST, NATIONAL ASSOCIATION, as Subordination Agent, as agent and trustee for the trustee of Spirit Airlines Pass Through Trust 2015-1A, as Borrower and NATIXIS,...Revolving Credit Agreement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
INTERCREDITOR AGREEMENT Dated as of August 11, 2015 among WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee of the Spirit Airlines Pass Through Trust 2015-1A and Spirit Airlines Pass Through Trust 2015-1B NATIXIS, ACTING VIA ITS NEW YORK BRANCH as...Intercreditor Agreement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This INTERCREDITOR AGREEMENT, dated as of August 11, 2015, is made by and among WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association (in its individual capacity, together with its successors and permitted assigns, “WTNA”), not in its individual capacity but solely as trustee of each Trust (such term and other capitalized terms used herein without definition being defined as provided in Article I); NATIXIS, a French société anonyme, acting via its New York Branch (“Natixis”), as Class A Liquidity Provider and Class B Liquidity Provider, and WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity except as expressly set forth herein, but solely as Subordination Agent and trustee hereunder (in such capacity, together with any successor appointed pursuant to Article VII, the “Subordination Agent”).
ESCROW AND PAYING AGENT AGREEMENT (Class B) Dated as of August 11, 2015 among WILMINGTON TRUST COMPANY, as Escrow Agent CITIGROUP GLOBAL MARKETS INC., MORGAN STANLEY & CO. LLC, and CREDIT SUISSE SECURITIES (USA) LLC, as Underwriters WILMINGTON TRUST,...Escrow and Paying Agent Agreement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This ESCROW AND PAYING AGENT AGREEMENT (Class B), dated as of August 11, 2015 (as amended, modified or supplemented from time to time, this “Agreement”), is made by and among WILMINGTON TRUST COMPANY, a Delaware trust company, as Escrow Agent (in such capacity, together with its successors in such capacity, the “Escrow Agent”); CITIGROUP GLOBAL MARKETS INC., MORGAN STANLEY & CO. LLC and CREDIT SUISSE SECURITIES (USA) LLC, as underwriters of the Certificates referred to below (the “Underwriters” and together with their respective transferees and assigns as registered owners, and any future registered owners from time to time, of the Certificates, the “Investors”) under the Underwriting Agreement referred to below; WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity except as otherwise expressly provided herein, but solely as trustee (in such capacity, together with its successors in such capacity, the “Pass Through Trustee”) under the P
PASS THROUGH TRUST AGREEMENT Dated as of August 11, 2015 Between SPIRIT AIRLINES, INC. and WILMINGTON TRUST, NATIONAL ASSOCIATION, as TrusteeThrough Trust Agreement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This PASS THROUGH TRUST AGREEMENT, dated as of August 11, 2015 (this “Basic Agreement”), between SPIRIT AIRLINES, INC., a Delaware corporation (the “Company”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as Trustee, is made with respect to the formation from time to time of separate Spirit Airlines Pass Through Trusts, and the issuance from time to time of separate series of Pass Through Certificates representing fractional undivided interests in the respective Trusts.
INDENTURE AND SECURITY AGREEMENT ([Reg. No.]) Dated as of , 20 1 between SPIRIT AIRLINES, INC., and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Loan Trustee One Airbus [Model] (Generic Manufacturer and Model Airbus [Generic Model]) Aircraft U.S....Indenture and Security Agreement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This INDENTURE AND SECURITY AGREEMENT ([REG. NO.]), dated as of , 20 2, is made by and between SPIRIT AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, the “Company”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, except as expressly stated herein, but solely as Loan Trustee hereunder (together with its permitted successors hereunder, the “Loan Trustee”).
PARTICIPATION AGREEMENT ([Reg. No.]) Dated as of , 20 1 among SPIRIT AIRLINES, INC., WILMINGTON TRUST, NATIONAL ASSOCIATION, as Pass Through Trustee under each of the Pass Through Trust Agreements, WILMINGTON TRUST, NATIONAL ASSOCIATION, as...Participation Agreement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This PARTICIPATION AGREEMENT ([REG. NO.]), dated as of , 20 2, is made by and among SPIRIT AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, the “Company”), WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association (in its individual capacity, together with its successors and permitted assigns, “WTNA”), not in its individual capacity except as otherwise expressly provided in any of the Operative Documents or the Pass Through Documents, but solely as Pass Through Trustee under each of the Pass Through Trust Agreements (such terms and other capitalized terms used herein without definition being defined as provided in Section 1.01), WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as subordination agent and trustee (in such capacity, together with any successor trustee in such capacity, the “Subordination Agent”) under the Intercreditor Agreement, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as loan trustee (in s
DEPOSIT AGREEMENT (Class A) Dated as of August 11, 2015 between WILMINGTON TRUST COMPANY, as Escrow Agent and NATIXIS, ACTING VIA ITS NEW YORK BRANCH, as DepositaryDeposit Agreement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This DEPOSIT AGREEMENT (Class A), dated as of August 11, 2015 (as amended, modified or supplemented from time to time, this “Agreement”), is made by and between WILMINGTON TRUST COMPANY, a Delaware trust company, as Escrow Agent under the Escrow and Paying Agent Agreement referred to below (in such capacity, together with its successors in such capacity, the “Escrow Agent”), and NATIXIS (“Natixis”), a French société anonyme, acting via its New York Branch, as depositary bank (the “Depositary”).
TRUST SUPPLEMENT NO. 2015-1B Dated as of August 11, 2015 between SPIRIT AIRLINES, INC. and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee, To PASS THROUGH TRUST AGREEMENT Dated as of August 11, 2015 Spirit Airlines Pass Through Trust 2015-1B...Trust Supplement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This TRUST SUPPLEMENT NO. 2015-1B, dated as of August 11, 2015 (as amended from time to time, the “Trust Supplement”), between SPIRIT AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the “Company” or “Spirit”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (together with any successor in interest and any successor or other trustee appointed as provided in the Basic Agreement, the “Trustee”) under the Pass Through Trust Agreement, dated as of August 11, 2015, between the Company and Wilmington Trust, National Association (the “Basic Agreement”).
TRUST SUPPLEMENT NO. 2015-1A Dated as of August 11, 2015 between SPIRIT AIRLINES, INC. and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee, To PASS THROUGH TRUST AGREEMENT Dated as of August 11, 2015 Spirit Airlines Pass Through Trust 2015-1A...Trust Supplement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This TRUST SUPPLEMENT NO. 2015-1A, dated as of August 11, 2015 (as amended from time to time, the “Trust Supplement”), between SPIRIT AIRLINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the “Company” or “Spirit”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (together with any successor in interest and any successor or other trustee appointed as provided in the Basic Agreement, the “Trustee”) under the Pass Through Trust Agreement, dated as of August 11, 2015, between the Company and Wilmington Trust, National Association (the “Basic Agreement”).
REVOLVING CREDIT AGREEMENT (2015-1B) Dated as of August 11, 2015 between WILMINGTON TRUST, NATIONAL ASSOCIATION, as Subordination Agent, as agent and trustee for the trustee of Spirit Airlines Pass Through Trust 2015-1B, as Borrower and NATIXIS,...Revolving Credit Agreement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
NOTE PURCHASE AGREEMENT Dated as of August 11, 2015 among SPIRIT AIRLINES, INC., WILMINGTON TRUST, NATIONAL ASSOCIATION, as Pass Through Trustee under each of the Pass Through Trust Agreements WILMINGTON TRUST, NATIONAL ASSOCIATION, as Subordination...Note Purchase Agreement • August 11th, 2015 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This NOTE PURCHASE AGREEMENT (this “Note Purchase Agreement”), dated as of August 11, 2015, is made by and among (i) SPIRIT AIRLINES, INC., a Delaware corporation (together with its successors and permitted assigns, the “Company”), (ii) WILMINGTON TRUST, NATIONAL ASSOCIATION (“WTNA”), a national banking association, not in its individual capacity except as otherwise expressly provided herein, but solely as trustee (in such capacity, together with any successor in interest and any successor or other trustee appointed as provided in the applicable Pass Through Trust Agreement (as defined below), the “Pass Through Trustee”) under each of the two separate Pass Through Trust Agreements (as defined below), (iii) WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as subordination agent and trustee (in such capacity together with its successors in such capacity, the “Subordination Agent”) under the Intercreditor Agreement (as defined below), (iv) WILMINGTON TRUST COMPANY,
