AMENDED AND RESTATED INTERCREDITOR AGREEMENT Dated as of May 10, 2018 amongIntercreditor Agreement • July 26th, 2018 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This AMENDED AND RESTATED INTERCREDITOR AGREEMENT, dated as of May 10, 2018, 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”).
FIRST AMENDMENT TO INDENTURE AND SECURITY AGREEMENTIndenture and Security Agreement • July 26th, 2018 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This FIRST AMENDMENT TO INDENTURE AND SECURITY AGREEMENT ([REG. NO.]), dated as of [●], 2018 (this “First Indenture Amendment”), 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”).
FIRST AMENDMENT TO PARTICIPATION AGREEMENT ([Reg. No.]) Dated as of [●], 2018 among SPIRIT AIRLINES, INC., WILMINGTON TRUST, NATIONAL ASSOCIATION, as Pass Through Trustee under each of the Pass Through Trust Agreements, WILMINGTON TRUST, NATIONAL...Participation Agreement • July 26th, 2018 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This FIRST AMENDMENT TO PARTICIPATION AGREEMENT ([REG. NO.]), dated as of [●], 2018 (this “Amendment”), 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, NA
PASS THROUGH TRUST AGREEMENTTrust Supplement • July 26th, 2018 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This TRUST SUPPLEMENT NO. 2017-1C, dated as of May 10, 2018 (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”).
INDENTURE AND SECURITY AGREEMENTIndenture and Security Agreement • July 26th, 2018 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This INDENTURE AND SECURITY AGREEMENT ([REG. NO.]), dated as of _______________ ___, 20__, 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__ 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 • July 26th, 2018 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This PARTICIPATION AGREEMENT ([REG. NO.]), dated as of __________, 20__, 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 tru
PASS THROUGH TRUST AGREEMENTTrust Supplement • July 26th, 2018 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This TRUST SUPPLEMENT NO. 2015-1C, dated as of May 10, 2018 (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”).
AMENDED AND RESTATED NOTE PURCHASE AGREEMENT Dated as of May 10, 2018 among SPIRIT AIRLINES, INC., WILMINGTON TRUST, NATIONAL ASSOCIATION, as Pass Through Trustee under each of the Pass Through Trust Agreements WILMINGTON TRUST, NATIONAL ASSOCIATION,...Note Purchase Agreement • July 26th, 2018 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (this “Note Purchase Agreement”), dated as of May 10, 2018, 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 four 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) WILMING
ESCROW AND PAYING AGENT AGREEMENT (Class C)Escrow and Paying Agent Agreement • July 26th, 2018 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This ESCROW AND PAYING AGENT AGREEMENT (Class C), dated as of May 10, 2018 (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”); each of the entities signatory hereto as purchasers of the Certificates referred to below (the “Purchasers” 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 Certificate Purchase 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 referred to below; and WILMIN
DEPOSIT AGREEMENT (Class C)Deposit Agreement • July 26th, 2018 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
This DEPOSIT AGREEMENT (Class C), dated as of May 10, 2018 (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 CITIBANK, N.A., as depositary bank (the “Depositary”).
