this
Mortgage.
EXHIBIT 1
Page 1
The generic descriptions of the Airframes, Engines and Spare Engines, for
purposes of the Cape Town Convention, are as follows:
Airframes:
1.
2.
3.
4.
5.
Engines:
1.
2.
3.
4.
5.
6.
7.
8.
EXHIBIT 1
Page 2
EXHIBIT B
TO
AIRCRAFT, SPARE ENGINES AND SPARE PARTS
MORTGAGE AND SECURITY AGREEMENT
CERTAIN ECONOMIC TERMS
Insured Amount:
Replacement cost
Minimum Liability Insurance Amount:
$350,000,000 per occurrence for any regional jet aircraft.
$600,000,000 per occurrence for any narrow-body aircraft (including, without
limitation, any McDonnell Douglas MD-88, McDonnell Douglas MD-90, Boeing 757 or
Airbus A320 aircraft.)
$750,000,000 per occurrence for any aircraft other than those mentioned above
(including, without limitation, any Boeing 767 aircraft)
In the event a Grantor includes a new type of wide-body aircraft in its aircraft
fleet after the date hereof (including, without limitation, any Airbus A380
aircraft), then the Minimum Liability Insurance Amount with respect to such
aircraft type shall be such amount as may be agreed by the Administrative Agent.
EXHIBIT B
EXHIBIT C
TO
AIRCRAFT, SPARE ENGINES AND SPARE PARTS
MORTGAGE AND SECURITY AGREEMENT
[Address to Administrative Agent]
____________________, 20__
Data Report For Pledged Spare Parts
Ladies and Gentlemen:
We refer to the Aircraft, Engine, Spare Engine And Spare Parts Security
Agreement (the "Security Agreement"), dated as of April 20, 2011, among Delta
Air Lines, Inc. (the "Borrower"), Comair, Inc. ("Comair") and JPMorgan Chase
Bank, N.A., as Administrative Agent. Terms defined in the Security Agreement and
used herein have such respective defined meanings. The Grantors hereby certify
that:
Attached hereto as Exhibit 1 is a report that correctly sets forth the following
information as of the date hereof with respect to each Pledged Spare Part:
i)
Manufacturer's part number;
ii)
part description;
iii)
related aircraft model(s) in summary form;
iv)
classification as Rotable or Expendable or Key Repairable;
v)
quantity on hand;
vi)
Designated Spare Parts Location;
vii)
each Pledged Spare Part out for repair; and
viii)
each Pledged Spare Part in transit.
Very truly yours,
[DELTA AIR LINES, INC.
By:
Name:
EXHIBIT C
Title
Date:]
[COMAIR, INC.
By:
Name:
Title
Date:]
EXHIBIT C
Page 2
EXHIBIT D
TO
AIRCRAFT, SPARE ENGINES AND SPARE PARTS
MORTGAGE AND SECURITY AGREEMENT
LIST OF PERMITTED COUNTRIES
Australia
Austria
Belgium
Brazil (only for lease to current aircraft manufacturer in Brazil, no
reregistration)
Canada
Czech Republic
Denmark
Finland
France
Germany
Greece
Hong Kong
Hungary
Iceland
Ireland
Italy
Japan
Luxembourg
Mexico (lease only, no reregistration)
Netherlands, the
New Zealand
Norway
Poland
Peoples Republic of China
Peoples Republic of China (Taiwan)
Russian Federation
Singapore
South Africa
South Korea
Spain
Sweden
Switzerland
United Kingdom
EXHIBIT D
EXHIBIT E
EXHIBIT E
TO
AIRCRAFT, SPARE ENGINES AND SPARE PARTS
MORTGAGE AND SECURITY AGREEMENT
Credit and Guaranty Agreement
PLEASE SEE TAB 1
EXHIBIT E
FORM OF INSTRUMENT OF ASSUMPTION AND JOINDER
TO CREDIT AND GUARANTY AGREEMENT
ASSUMPTION AND JOINDER AGREEMENT dated as of
(the "Assumption Agreement")
made by [ _______] a [Insert State of