ESCROW AND PAYING AGENT AGREEMENT (Class A) Dated as of September 27, 2016 among U.S. BANK NATIONAL ASSOCIATION as Escrow Agent CREDIT SUISSE SECURITIES (USA) LLC, MORGAN STANLEY & CO. LLC and GOLDMAN, SACHS & CO. for themselves and on behalf of the...Escrow and Paying Agent Agreement • September 29th, 2016 • United Airlines, Inc. • Air transportation, scheduled • New York
ESCROW AND PAYING AGENT AGREEMENT (Class A) dated as of September 27, 2016, (as amended, modified or supplemented from time to time, this “Agreement”) among U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Escrow Agent (in such capacity, together with its successors in such capacity, the “Escrow Agent”); CREDIT SUISSE SECURITIES (USA) LLC, MORGAN STANLEY & CO. LLC and GOLDMAN, SACHS & CO. for themselves and on behalf of the several Underwriters of the Certificates referred to below (the “Underwriters” and together with their respective transferees and assigns as registered owners 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 Pass Through Trust Agreement
REVOLVING CREDIT AGREEMENT (2016-2AA) dated as of September 27, 2016 betweenRevolving Credit Agreement • September 29th, 2016 • United Airlines, Inc. • Air transportation, scheduled • New York
THIS REVOLVING CREDIT AGREEMENT (2016-2AA) dated as of September 27, 2016 (the “Agreement”), between WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as Subordination Agent under the Intercreditor Agreement (each as defined below), as agent and trustee for the Class AA Trust (as defined below) (the “Borrower”), and COMMONWEALTH BANK OF AUSTRALIA, an Australian corporation, acting through its New York Branch (the “Liquidity Provider”).
TRUST SUPPLEMENT No. 2016-2AA-O Dated as of September 27, 2016 between WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee, and UNITED AIRLINES, INC. to PASS THROUGH TRUST AGREEMENT Dated as of October 3, 2012 United Airlines Pass Through Trust...Trust Supplement • September 29th, 2016 • United Airlines, Inc. • Air transportation, scheduled • New York
INTERCREDITOR AGREEMENT Dated as of September 27, 2016 AMONG WILMINGTON TRUST, NATIONAL ASSOCIATION not in its individual capacity but solely as Trustee under the United Airlines Pass Through Trust 2016-2AA and United Airlines Pass Through Trust...Intercreditor Agreement • September 29th, 2016 • United Airlines, Inc. • Air transportation, scheduled
INTERCREDITOR AGREEMENT (this “Agreement”) dated as of September 27, 2016, among WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association (“WTNA”), not in its individual capacity but solely as Trustee of each Trust (each as defined below); COMMONWEALTH BANK OF AUSTRALIA, an Australian corporation, acting through its New York branch, as Class AA Liquidity Provider and as Class A 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 VIII hereof, the “Subordination Agent”).
UNITED AIRLINES, INC. United Airlines Pass Through Certificates, Series 2016-2AA-O United Airlines Pass Through Certificates, Series 2016-2A-O UNDERWRITING AGREEMENTUnderwriting Agreement • September 29th, 2016 • United Airlines, Inc. • Air transportation, scheduled • New York
United Airlines, Inc., a Delaware corporation (the “Company”), proposes that Wilmington Trust, National Association, as trustee under each of the Original Trusts (as defined below) (each, a “Trustee”), issue and sell to the underwriters named in Schedule II hereto United Airlines Pass Through Certificates, Series 2016-2AA-O (the “Class AA Certificates”) and United Airlines Pass Through Certificates, Series 2016-2A-O (the “Class A Certificates” and, together with the Class AA Certificates, the “Certificates”), in the aggregate face amounts and with the interest rates and final expected distribution dates set forth on Schedule I hereto on the terms and conditions stated herein.
TRUST SUPPLEMENT No. 2016-2A-S Dated as of September 27, 2016 between WILMINGTON TRUST, NATIONAL ASSOCIATION as Trustee, and UNITED AIRLINES, INC. to PASS THROUGH TRUST AGREEMENT Dated as of October 3, 2012 United Airlines Pass Through Trust 2016-2A-STrust Supplement • September 29th, 2016 • United Airlines, Inc. • Air transportation, scheduled • New York
This Trust Supplement No. 2016-2A-S, dated as of September 27, 2016 (herein called the “Trust Supplement”), between United Airlines, Inc., a Delaware corporation (the “Company”), and Wilmington Trust, National Association (the “Trustee”), to the Pass Through Trust Agreement, dated as of October 3, 2012, between the Company (formerly known as Continental Airlines, Inc.) and the Trustee (the “Basic Agreement”).
DEPOSIT AGREEMENT (Class A) Dated as of September 27, 2016 between U.S. BANK NATIONAL ASSOCIATION as Escrow Agent and NATIXIS, ACTING THROUGH ITS NEW YORK BRANCH as DepositaryDeposit Agreement • September 29th, 2016 • United Airlines, Inc. • Air transportation, scheduled • New York
DEPOSIT AGREEMENT (Class A) dated as of September 27, 2016 (as amended, modified or supplemented from time to time, this “Agreement”) between U.S. BANK NATIONAL ASSOCIATION, a national banking association, 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, acting through its New York Branch, a société anonyme organized and existing under the laws of France and licensed under the laws of the State of New York, as depositary bank (the “Depositary”).
NOTE PURCHASE AGREEMENT Dated as of September 27, 2016 Among UNITED AIRLINES, INC., WILMINGTON TRUST, NATIONAL ASSOCIATION, as Pass Through Trustee under each of the Pass Through Trust Agreements WILMINGTON TRUST, NATIONAL ASSOCIATION, as...Note Purchase Agreement • September 29th, 2016 • United Airlines, Inc. • Air transportation, scheduled • New York
TRUST INDENTURE AND MORTGAGE [ ], dated as of [ ] (this “Trust Indenture”), between UNITED AIRLINES, INC., a Delaware corporation (“Owner”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, except as expressly stated herein, but solely as Mortgagee hereunder (together with its successors hereunder, the “Mortgagee”).
