Exhibit 4.13


 


THIS EQUIPMENT NOTE HAS NOT BEEN REGISTERED
PURSUANT TO THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT'"). OR PURSUANT TO THE SECURITIES LAWS OF ANY STATE
OR OTHER JURISDICTION. ACCORDINGLY, THIS EQUIPMENT NOTE MAY NOT BE OFFERED FOR SALE OR SOLD UNLESS EITHER REGISTERED UNDER THE
ACT AND SUCH APPLICABLE STATE OR OTHER LAWS OR EXEMPTIONS FROM SUCH REGISTRATION REQUIREMENTS ARE AVAILABLE. IN ADDITION, THIS
EQUIPMENT NOTE IS SUBJECT TO RESTRICTIONS ON TRANSFER PURSUANT TO THE PARTICIPATION AGREEMENT REFERRED TO HEREIN.


 


PARTNA LEASING LIMITED


SERIES 2015-1A-01 (6698) EQUIPMENT
NOTE DUE NOVEMBER 15, 2027


ISSUED IN CONNECTION WITH THE
AIRBUS MODEL A321-200 AIRCRAFT BEARING CHILEAN REGISTRATION NUMBER CC-BEE BEING LEASED TO LATAM AIRLINES GROUP S.A.


 


	No. l	Date: July 29, 2015	$33,556,000
	 	 	 
	DEBT RATE	 	MATURITY DATE
	4.200%	 	November 15, 2027


 


PARINA LEASING LIMITED (together with its
successors and permitted assigns, the “Owner”) hereby promises to pay to Wilmington Trust Company as Subordination
Agent, or the registered assignee thereof, the principal amount of thirty three million five hundred and fifty-six thousand Dollars
($33,556,000) in installments on the Payment Dates set forth in Schedule I hereto, each such installment to be in an amount set
forth in Schedule I hereto opposite the Payment Date on which such installment is due, and to pay, on each Payment Date, interest
in arrears on the principal amount remaining unpaid from time to time from the date hereof, or from the most recent date to which
interest hereon has been paid or duly provided for, until paid in full at a rate per annum (calculated on the basis of a year of
360 days comprised of twelve 30-day months) equal to the Debt Rate shown above as such Debt Rate may be changed from time to time
for such period(s), and in such amount(s) and circumstances, as provided in Section 2(d) of the relevant Registration Rights Agreement.
Notwithstanding the foregoing, the final payment made on this Equipment Note shall be in an amount sufficient to discharge in full
the unpaid principal amount and all accrued and unpaid interest on, and any other amounts due under, this Equipment Note. Notwithstanding
anything to the contrary contained herein, if any date on which a payment under this Equipment Note becomes due and payable is
not a Business Day, then such payment shall not be made on such scheduled date but shall be made on the next succeeding Business
Day with the same force and effect as if made on such scheduled date, and if payment is made on such next succeeding Business Day,
no interest shall accrue on the amount of such payment from and after such scheduled date.


 




     


     


    

  


For purposes hereof, the term “Indenture”
means the Indenture and Security Agreement (6698), dated as of July 29, 2015, between the Owner and Wilmington Trust Company, as
Loan Trustee (the “Loan Trustee”), as the same may be amended, supplemented or otherwise modified from time to time
in accordance with its terms. All capitalized terms used in this Equipment Note and not defined herein, unless the context otherwise
requires, shall have the respective meanings set forth or incorporated by reference, and shall be construed and interpreted in
the manner described, in the Indenture.


 


This Equipment Note shall bear interest,
payable on demand, at the Past Due Rate (and not the Debt Rate) (calculated on the basis of a year of 360 days comprised of twelve
30-day months) on any principal amount and (to the extent permitted by applicable law) Make-Whole Amount, if any, interest and
any other amounts payable hereunder not paid when due for any period during which the same shall be overdue, in each case for the
period the same is overdue. Amounts shall be overdue if not paid in the manner provided herein or in the Indenture when due (whether
at stated maturity, by acceleration or otherwise).


 


There shall be maintained an Equipment
Note Register for the purpose of registering transfers and exchanges of Equipment Notes at the Corporate Trust Office of the Loan
Trustee, or at the office of any successor trustee, in the manner provided in Section 2.07 of the Indenture.


 


The principal amount and interest and other
amounts due hereunder shall be payable in Dollars in immediately available funds at the Corporate Trust Office of the Loan Trustee,
or as otherwise provided in the Indenture. The Owner shall not have any responsibility for the distribution of any such payment
to the Noteholder of this Equipment Note. Each such payment shall be made on the date such payment is due and without any presentment
or surrender of this Equipment Note, except that in the case of any final payment with respect to this Equipment Note, this Equipment
Note shall be surrendered to the Loan Trustee for cancellation.


 


The holder hereof, by its acceptance of
this Equipment Note, agrees that, except as provided in the Indenture, including the subordination provisions referred to below,
each payment of an installment of principal amount, interest and Make-Whole Amount, if any, received by it hereunder shall be applied:
first, to the payment of accrued interest on this Equipment Note (as well as any interest on (i) any overdue
principal amount, and (ii) to the extent permitted by law, any overdue Make-Whole Amount, if any, any overdue interest and
any other overdue amounts hereunder) to the date of such payment; second, to the payment of Make-Whole Amount, if
any, with respect to this Equipment Note; third, to the payment of the principal amount of this Equipment Note (or
portion thereof) then due hereunder, if any; and fourth, the balance, if any, remaining thereafter to the payment
of installments of the principal amount of this Equipment Note (or portion thereof) remaining unpaid in the inverse order of their
maturity.


 


This Equipment Note is one of the Equipment
Notes referred to in the Indenture which have been or are to be issued by the Owner pursuant to the terms of the Indenture. The
Collateral is held by the Loan Trustee as security, in part, for the Equipment Notes. The provisions of this Equipment Note are
subject to the Indenture, the Related Indentures, the Participation Agreement, the other Financing Agreements and the Pass Through
Documents. Reference is hereby made to the Indenture, the Related Indentures, the Participation Agreement, the other Financing
Agreements and the Pass Through Documents for a complete statement of the rights and obligations of the holder of, and the nature
and extent of the security for, this Equipment Note (including as a “Related Equipment Note” under each Related Indenture)
and the rights and obligations of the holders of, and the nature and extent of the security for, any other Equipment Notes executed
and delivered under the Indenture, to all of which terms and conditions in the Indenture, the Related Indentures, the Participation
Agreement, the other Financing Agreements and the Pass Through Documents each holder hereof agrees by its acceptance of this Equipment
Note.


 




     


     


    

  


As provided in the Indenture and subject
to certain limitations therein set forth, this Equipment Note is exchangeable for an equal aggregate principal amount of Equipment
Notes of the same Series of different authorized denominations, as requested by the holder surrendering the same. Prior to the
due presentment for registration of transfer of this Equipment Note, the Owner and the Loan Trustee shall deem and treat the Person
in whose name this Equipment Note is registered on the Equipment Note Register as the absolute owner and holder hereof for the
purpose of receiving all amounts payable with respect to this Equipment Note and for all purposes, and neither the Owner nor the
Loan Trustee shall be affected by notice to the contrary.


 


This Equipment Note is subject to redemption
as provided in Section 2.10, Section 2.11 and Section 2.12 of the Indenture but not otherwise. In addition, this Equipment Note
may be accelerated as provided in Section 4.02 of the Indenture.


 


This Equipment Note is subject to certain
restrictions set forth in Section 4.01(a)(ii) and Section 4.01(a)(iii) of the Intercreditor Agreement, as further specified in
Section 2.07 of the Indenture, to all of which terms and conditions in the Intercreditor Agreement each holder hereof agrees by
its acceptance of this Equipment Note.


 


The holder hereof, by its acceptance of
this Equipment Note, agrees that no payment or distribution shall be made on or in respect of the Secured Obligations (as defined
in the Indenture) or the Secured Obligations (as defined in any Related Indenture) owed to such holder, including, without limitation,
any payment or distribution of cash, property or securities after the occurrence of any of the events referred to in Section 4.01(f)
of the Indenture or after the commencement of any proceedings of the type referred to in Section 4.01(g), Section 4.01(h) or Section
4.0 l(i) of the Indenture, except, in each case, as expressly provided in Article III of the Indenture or Article III of the applicable
Related Indenture, as appropriate.


 


The holder hereof, by its acceptance of
this Equipment Note, agrees to treat this Equipment Note as indebtedness for all U.S. federal, state and local income tax purposes.


 


The indebtedness evidenced by this Equipment
Note is, to the extent and in the manner provided in each Related Indenture, subordinate and subject in right of payment to the
prior payment in full under such Related Indenture of the “Secured Obligations” in respect of the “Equipment
Notes” issued under such Related Indenture, and this Equipment Note is issued subject to such provisions. The Noteholder
of this Equipment Note, by accepting the same, (a) agrees to and shall be bound by such provisions, (b) authorizes
and directs the Loan Trustee or the Related Loan Trustee under the applicable Related Indenture, as appropriate, on such Noteholder's
behalf to take any action necessary or appropriate to effectuate the subordination as provided in this Indenture or the applicable
Related Indenture and (c) appoints the Loan Trustee or the Related Loan Trustee under the applicable Related Indenture,
as appropriate, as such Noteholder's attorney-in-fact for such purpose.


 


Without limiting the foregoing, the Noteholder
of this Equipment Note, by accepting the same, agrees that if such Noteholder, in its capacity as a Noteholder, shall receive any
payment or distribution on any Secured Obligation in respect of this Equipment Note that it is not entitled to receive under Section
2.13 or Article III of the Indenture, it shall hold any amount so received in trust for the Loan Trustee and forthwith turn over
such amount to the Loan Trustee in the form received to be applied as provided in Article III of the Indenture.


 


Unless the certificate of authentication
hereon has been executed by or on behalf of the Loan Trustee by manual signature, this Equipment Note shall not be entitled to
any benefit under the Indenture or be valid or obligatory for any purpose.


 




     


     


    

  


THIS EQUIPMENT NOTE SHALL BE GOVERNED
BY AND CONSTRUED IN ACCORDANCE WITH THE LAW OF THE STATE OF NEW YORK, INCLUDING ALL MATTERS OF CONSTRUCTION, VALIDITY AND PERFORMANCE.


 




     


     


    

  


IN WITNESS WHEREOF, the Owner has caused
this Equipment Note to he executed in its corporate name by its officer thereunto duly authorized on the date hereof.


 


	 	PARINA
    LEASING LIMITED,
	 	 	 
	 	By:
    	/s/
    Pilar Duarte
	 		Name: 	Pilar Duarte
	 		Title:	Authorized Signatory


 


Equipment Note (Class A)


 


MSN6698


 




     


     


    

  


		LOAN TRUSTEE'S CERTIFICATE OF AUTHENTICATION



 


This is one of the Equipment Notes referred
to in the within-mentioned Indenture.


 


	 	WILMINGTON TRUST COMPANY,
	 	not in its individual capacity but solely as Loan Trustee
	 	 	 
	 	By:	/s/ Drew H. Davis
	 		Name: 	Drew H. Davis
	 		Title:	Assistant Vice PResent


 




     


     


    

  


SCHEDULE I


 


SERIES A EQUIPMENT NOTES


Airbus A321-200


6698


 


	Payment Date	 	Original Principal Amount
 To be Paid
	 
	 	 	 	 
	At Issuance	 	 	0	 
	May 15, 2016	 	 	1,680,927.90	 
	August 15, 2016	 	 	441,061.95	 
	November 15, 2016	 	 	1,941,018.75	 
	February 15, 2017	 	 	440.974.51	 
	May 15, 2017	 	 	440.929.23	 
	August 15, 2017	 	 	440.882.88	 
	November 15, 2017	 	 	440,835.43	 
	February 15, 2018	 	 	440,786.82	 
	May 15, 2018	 	 	440,786.82	 
	August 15, 2018	 	 	440,786.82	 
	November 15, 2018	 	 	440.633.80	 
	February 15, 2019	 	 	440,580.25	 
	May 15, 2019	 	 	481.492.81	 
	August 15, 2019	 	 	481.426.34	 
	November 15, 2019	 	 	481,358.16	 
	February 15, 2020	 	 	481.288.24	 
	May 15, 2020	 	 	481,216.50	 
	August 15, 2020	 	 	481.142.89	 
	November 15, 2020	 	 	481,067.33	 
	February 15, 2021	 	 	480,989.77	 
	May 15, 2021	 	 	480.910.13	 
	August 15, 2021	 	 	480,828.32	 
	November 15, 2021	 	 	480,744.28	 
	February 15, 2022	 	 	480,657.93	 
	May 15, 2022	 	 	480,569.16	 
	August 15, 2022	 	 	480.477.90	 
	November 15, 2022	 	 	480.384.06	 
	February 15, 2023	 	 	480.287.52	 
	May 15, 2023	 	 	480,188.20	 
	August 15, 2023	 	 	480,085.97	 
	November 15, 2023	 	 	479,980.73	 
	February 15, 2024	 	 	479.872.35	 
	May 15, 2024	 	 	479,760.72	 
	August 15, 2024	 	 	479,645.70	 
	November 15, 2024	 	 	479.527.14	 
	February 15, 2025	 	 	479.404.91	 
	May 15, 2025	 	 	479,278.85	 
	August 15, 2025	 	 	479,148.79	 
	November 15, 2025	 	 	479,014.58	 
	February 15, 2026	 	 	478,876.02	 
	May 15, 2026	 	 	478,732.93	 
	August 15, 2026	 	 	478,585.11	 
	November 15, 2026	 	 	478,432.36	 
	February 15, 2027	 	 	478,274.43	 
	May 15, 2027	 	 	478,111.11	 
	August 15, 2027	 	 	477,942.13	 
	November 15, 2027	 	 	9,206,242.02