0001193125-19-073440 Sample Contracts

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INTERCREDITOR AGREEMENT Dated as of March 13, 2019 among as Trustee of the Delta Air Lines Pass Through Trust 2019-1AA and Delta Air Lines Pass Through Trust 2019-1A COMMONWEALTH BANK OF AUSTRALIA, NEW YORK BRANCH as Class AA Liquidity Provider and...
Intercreditor Agreement • March 13th, 2019 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York

This INTERCREDITOR AGREEMENT, dated as of March 13, 2019, is made by and among U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association (in its individual capacity, together with its successors and permitted assigns, “U.S. Bank”), 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), COMMONWEALTH BANK OF AUSTRALIA, NEW YORK BRANCH, an Australian corporation, acting through its New York branch (“CBA”), as Class AA Liquidity Provider and Class A Liquidity Provider, and U.S. BANK 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”).

INDENTURE AND SECURITY AGREEMENT (N510DN) Dated as of March 13, 2019 between DELTA AIR LINES, INC., and U.S. BANK TRUST NATIONAL ASSOCIATION, as Loan Trustee One Airbus A350-941 (Generic Manufacturer and Model Airbus A350) Aircraft U.S. Registration...
Indenture and Security Agreement • March 13th, 2019 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York

This INDENTURE AND SECURITY AGREEMENT (N510DN), dated as of March 13, 2019, is made by and between DELTA AIR LINES, INC., a Delaware corporation (together with its successors and permitted assigns, “Company”), and U.S. BANK 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, “Loan Trustee”).

PARTICIPATION AGREEMENT (N103DU) Dated as of March 13, 2019 among DELTA AIR LINES, INC., U.S. BANK TRUST NATIONAL ASSOCIATION, as Pass Through Trustee under each of the Pass Through Trust Agreements, U.S. BANK TRUST NATIONAL ASSOCIATION, as...
Participation Agreement • March 13th, 2019 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York

This PARTICIPATION AGREEMENT (N103DU), dated as of March 13, 2019, is made by and among DELTA AIR LINES, INC., a Delaware corporation (together with its successors and permitted assigns, “Company”), U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association (in its individual capacity, together with its successors and permitted assigns, “U.S. Bank”), 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), U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, as subordination agent and trustee (in such capacity, together with any successor trustee in such capacity, “Subordination Agent”) under the Intercreditor Agreement, and U.S. BANK TRUST NATIONAL ASSOCIATION, as loan trustee (in such c

DELTA AIR LINES, INC. Pass Through Certificates, Series 2019-1 UNDERWRITING AGREEMENT
Underwriting Agreement • March 13th, 2019 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York

Delta Air Lines, Inc., a Delaware corporation (the “Company”), proposes that U.S. Bank Trust National Association (“U.S. Bank Trust”) (as successor in interest to State Street Bank and Trust Company of Connecticut, National Association), acting not in its individual capacity but solely as pass through trustee (the “Trustee”) under the Pass Through Trust Agreement, dated as of November 16, 2000 (the “Basic Agreement”), and supplemented by the Class AA Trust Supplement and the Class A Trust Supplement (each as defined below), as amended, between the Company and the Trustee, issue and sell to the Underwriters named in Schedule I hereto (each, an “Underwriter” and together, the “Underwriters”), the Delta Air Lines Pass Through Certificates, Series 2019-1AA (the “Class AA Certificates”) and the Delta Air Lines Pass Through Certificates, Series 2019-1A (the “Class A Certificates” and, together with the Class AA Certificates, the “Certificates”) in the aggregate amount and with the interest r

SCHEDULE I
Delta Air Lines Inc /De/ • March 13th, 2019 • Air transportation, scheduled

The following documents (hereinafter collectively referred to as the “N103DU Documents”) have been filed: (a) Participation Agreement (N103DU), dated as of March 13, 2019, among Delta Air Lines, Inc., U.S. Bank Trust National Association, as Pass Through Trustee under the Pass Through Trust Agreements, U.S. Bank Trust National Association, as Subordination Agent, U.S. Bank Trust National Association, as Loan Trustee, and U.S. Bank Trust National Association, in its individual capacity as set forth therein (filed as Exhibit 4.9) and (b) Indenture and Security Agreement (N103DU), dated as of March 13, 2019, between Delta Air Lines, Inc., and U.S. Bank Trust National Association, as Loan Trustee (filed as Exhibit 4.10).

SCHEDULE II
Delta Air Lines Inc /De/ • March 13th, 2019 • Air transportation, scheduled

The following documents (hereinafter collectively referred to as the “N360DN Documents”) have been filed: (a) Participation Agreement (N360DN), dated as of March 13, 2019, among Delta Air Lines, Inc., U.S. Bank Trust National Association, as Pass Through Trustee under the Pass Through Trust Agreements, U.S. Bank Trust National Association, as Subordination Agent, U.S. Bank Trust National Association, as Loan Trustee, and U.S. Bank Trust National Association, in its individual capacity as set forth therein (filed as Exhibit 4.11) and (b) Indenture and Security Agreement (N360DN), dated as of March 13, 2019, between Delta Air Lines, Inc., and U.S. Bank Trust National Association, as Loan Trustee (filed as Exhibit 4.12).

TRUST SUPPLEMENT NO. 2019-1AA Dated as of March 13, 2019 between DELTA AIR LINES, INC. and U.S. BANK TRUST NATIONAL ASSOCIATION, as Trustee, To PASS THROUGH TRUST AGREEMENT Dated as of November 16, 2000 Delta Air Lines Pass Through Trust 2019-1AA...
Trust Supplement • March 13th, 2019 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York

This TRUST SUPPLEMENT NO. 2019-1AA, dated as of March 13, 2019 (as amended from time to time, the “Trust Supplement”), between DELTA AIR LINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the “Company” or “Delta”), and U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, as successor 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 November 16, 2000, between the Company and U.S. Bank Trust National Association, as successor in interest to State Street Bank and Trust Company of Connecticut, National Association (the “Basic Agreement”).

SCHEDULE IV
Delta Air Lines Inc /De/ • March 13th, 2019 • Air transportation, scheduled

The following documents (hereinafter collectively referred to as the “N907DN Documents”) have been filed: (a) Participation Agreement (N907DN), dated as of March 13, 2019, among Delta Air Lines, Inc., U.S. Bank Trust National Association, as Pass Through Trustee under the Pass Through Trust Agreements, U.S. Bank Trust National Association, as Subordination Agent, U.S. Bank Trust National Association, as Loan Trustee, and U.S. Bank Trust National Association, in its individual capacity as set forth therein (filed as Exhibit 4.15) and (b) Indenture and Security Agreement (N907DN), dated as of March 13, 2019, between Delta Air Lines, Inc., and U.S. Bank Trust National Association, as Loan Trustee (filed as Exhibit 4.16).

SCHEDULE III
Delta Air Lines Inc /De/ • March 13th, 2019 • Air transportation, scheduled

The following documents (hereinafter collectively referred to as the “N510DN Documents”) have been filed: (a) Participation Agreement (N510DN), dated as of March 13, 2019, among Delta Air Lines, Inc., U.S. Bank Trust National Association, as Pass Through Trustee under the Pass Through Trust Agreements, U.S. Bank Trust National Association, as Subordination Agent, U.S. Bank Trust National Association, as Loan Trustee, and U.S. Bank Trust National Association, in its individual capacity as set forth therein (filed as Exhibit 4.13) and (b) Indenture and Security Agreement (N510DN), dated as of March 13, 2019, between Delta Air Lines, Inc., and U.S. Bank Trust National Association, as Loan Trustee (filed as Exhibit 4.14).

TRUST SUPPLEMENT NO. 2019-1A Dated as of March 13, 2019 between DELTA AIR LINES, INC. and U.S. BANK TRUST NATIONAL ASSOCIATION, as Trustee, To PASS THROUGH TRUST AGREEMENT Dated as of November 16, 2000 Delta Air Lines Pass Through Trust 2019-1A Delta...
Trust Supplement • March 13th, 2019 • Delta Air Lines Inc /De/ • Air transportation, scheduled • New York

This TRUST SUPPLEMENT NO. 2019-1A, dated as of March 13, 2019 (as amended from time to time, the “Trust Supplement”), between DELTA AIR LINES, INC., a Delaware corporation (together with any successor in interest pursuant to Section 5.02 of the Basic Agreement, the “Company” or “Delta”), and U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, as successor 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 November 16, 2000, between the Company and U.S. Bank Trust National Association, as successor in interest to State Street Bank and Trust Company of Connecticut, National Association (the “Basic Agreement”).

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