LOAN AND SECURITY AGREEMENT by and among EVERGREEN INTERNATIONAL AVIATION, INC. and EACH OF ITS SUBSIDIARIES THAT ARE SIGNATORIES HERETO as Borrowers, THE LENDERS THAT ARE SIGNATORIES HERETO as the Lenders, and WELLS FARGO FOOTHILL, INC. as the...Loan and Security Agreement • June 14th, 2005 • Evergreen Holdings Inc • Air transportation, nonscheduled • New York
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”), is entered into as of May 13, 2004, by and among, on the one hand, the lenders identified on the signature pages hereof (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), and WELLS FARGO FOOTHILL, INC., a California corporation, as the arranger and administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), and, on the other hand, EVERGREEN INTERNATIONAL AVIATION, INC., an Oregon corporation (“Parent”), and each of Parent’s Subsidiaries identified on the signature pages hereof (such Subsidiaries are referred to hereinafter each individually as a “Borrower”, and individually and collectively, jointly and severally, as the “Borrowers”).
AMENDMENT NUMBER TWO AND WAIVER TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • June 14th, 2005 • Evergreen Holdings Inc • Air transportation, nonscheduled • New York
This AMENDMENT NUMBER TWO AND WAIVER TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of June 14, 2005, by the lenders identified on the signature pages hereof (the “Lenders”), WELLS FARGO FOOTHILL, INC., a California corporation (“Agent”; and together with the Lenders, the “Lender Group”), as the arranger and administrative agent for the Lenders, and EVERGREEN INTERNATIONAL AVIATION, INC., an Oregon corporation (“Parent”), and each of Parent’s Subsidiaries identified on the signature pages hereof (such Subsidiaries are referred to hereinafter each individually as a “Borrower” and individually and collectively, jointly and severally, as the “Borrowers”), with reference to the following:
THIRD AMENDMENT AGREEMENTThird Amendment Agreement • June 14th, 2005 • Evergreen Holdings Inc • Air transportation, nonscheduled • New York
This THIRD AMENDMENT AGREEMENT, dated to be effective as of April 29, 2005 (this "Third Amendment"), to the Secured Loan Agreement, dated as of May 7, 1997 (the "Secured Loan Agreement"), among FINOVA Capital Corporation, Wilmington Trust Company, not in its individual capacity, except as expressly set forth therein, but solely as owner trustee ("Owner Trustee") under the Trust Agreement (as defined below), 747 Inc., an Oregon corporation ("747"), Delford M. Smith, a natural person, and King, Christian Inc., a Nevada corporation ("King Christian"), as amended by the Amendment Agreement, dated as of May 9, 2003, and as further amended by the Second Amendment Agreement, dated as of May 10, 2004 (as amended, the "Existing Secured Loan Agreement"), is hereby given by FINOVA CAPITAL CORPORATION, a Delaware corporation ("FINOVA"), WILMINGTON TRUST COMPANY, not in its individual capacity, but solely as Owner Trustee, EVERGREEN INTERNATIONAL AVIATION, INC., an Oregon corporation ("Aviation"),
May 12,2004Letter Agreement • June 14th, 2005 • Evergreen Holdings Inc • Air transportation, nonscheduled
This Letter Agreement will serve to confirm certain agreements of Merrill Lynch Business Financial Services Inc. (“MLBFS”) and Evergreen Aircraft Sales and leasing Co. (“Customer”) with respect to: (i) that certain WCMA LOAN AGREEMENT NO. 54F-07164 between MLBFS and Customer (including any previous amendments and extensions thereof), and (ii) all other agreements between MLBFS and Customer or any party who has guaranteed or provided collateral for Customer’s obligations to MLBFS (a “Guarantor’) in connection therewith (collectively, the “Loan Documents”). Capitalized terms used herein and not defined herein shall have the meaning set forth in the Loan Documents.
INTERCREDITOR AGREEMENTIntercreditor Agreement • June 14th, 2005 • Evergreen Holdings Inc • Air transportation, nonscheduled • New York
INTERCREDITOR AGREEMENT, dated as of May 13, 2004 (as amended from time to time, the “Agreement”), by and between J.P. Morgan Trust Company, National Association, as successor to Bank One, National Association (“Bank One”), a national banking association, not in its individual capacity but solely as trustee (the “Trustee”) under the Junior Agreement (as defined below), as junior collateral agent for the Trustee and the holders of the Senior Second Notes (as defined below) (in such capacity, together with its successors and assigns in such capacity, the “Junior Collateral Agent”), and Wells Fargo Foothill, Inc., a California corporation (“WFF”), as the arranger and administrative agent for the Senior Lenders (as defined below) (in such capacity, together with its successors and assigns in such capacity, the “Senior Agent”). The holders from time to time of the Senior Second Notes, the Trustee and the Junior Collateral Agent are collectively referred to herein as the “Junior Creditors.”
