Lease Supplement No. 1 (N362ML) between First Union Trust Company, National Association, as Owner Trustee, and Midway Airlines Corporation

Summary

This Lease Supplement is an agreement between First Union Trust Company, National Association, acting as Owner Trustee (Lessor), and Midway Airlines Corporation (Lessee). It supplements a prior lease agreement, confirming the delivery and lease of a specific Boeing 737 aircraft (N362ML) and its engines to Midway Airlines. The lease term begins on October 19, 2000, and continues until October 19, 2018, unless ended earlier as specified in the lease. The agreement is governed by New York law and is filed with the FAA for record-keeping.

EX-10.136 7 0007.txt LEASE SUPPLEMENT Note to Exhibit 10.136 The following Lease Supplement No. 1 is substantially identical in all material respects to the additional Lease Supplements No. 1 except as follows: - -------------------------------------------------------------------------------- Aircraft (Tail No.) Closing Date Owner Participant - -------------------------------------------------------------------------------- N362ML* October 19, 2000 Silvermine River Finance One, Inc. - -------------------------------------------------------------------------------- N363ML November 29, 2000 Aircraft Services Corporation - -------------------------------------------------------------------------------- N364ML January 30, 2001 Aircraft Services Corporation - -------------------------------------------------------------------------------- - ------- * Filed document EXHIBIT 10.136 CONFORMED COPY LEASE SUPPLEMENT NO. 1 [N362ML] ------------------------------- THIS LEASE SUPPLEMENT NO. 1 [N362ML] dated October 19, 2000, between FIRST UNION TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity, but solely as Owner Trustee, except as otherwise provided herein, the Lessor, and MIDWAY AIRLINES CORPORATION, a Delaware corporation, the Lessee; W I T N E S S E T H : WHEREAS, the Lessor and the Lessee have heretofore entered into that certain Lease Agreement [N362ML], dated as of October 19, 2000 (the "Lease", the terms defined therein being herein used with the same meaning), which Lease provides, among other things, for the execution and delivery of Lease Supplements in substantially the form hereof for the purpose of leasing a specific Aircraft under the Lease when delivered by the Lessor to the Lessee in accordance with the terms thereof; WHEREAS, the Lease, a counterpart of which is attached hereto and made a part hereof, relates to the Aircraft and Engines described in Schedule I hereto and this Lease Supplement, together with such attachment, is being filed for recordation on the date hereof with the FAA as one document; NOW, THEREFORE, in consideration of the premises and other good and sufficient consideration, and pursuant to Section 2 of the Lease, the Lessor and the Lessee hereby agree as follows: 1. The Lessor hereby delivers and leases to the Lessee, and the Lessee hereby accepts and leases from the Lessor, under the Lease as herein supplemented, the Aircraft, described in Schedule I hereto. 2. The Delivery Date is the date of this Lease Supplement set forth in the opening paragraph hereof. 3. The Basic Term shall commence on the Delivery Date and continue through October 19, 2018 (the "Expiration Date"), unless terminated earlier as provided in the Lease. 4. Lessee hereby confirms to Lessor that Lessee has duly and irrevocably accepted the Aircraft under and for all purposes hereof, of the Lease and of the other Lessee Documents. 5. All of the terms and provisions of the Lease are hereby incorporated by reference in this Lease Supplement to the same extent as if fully set forth herein. 6. This Lease Supplement may be executed by the parties hereto in separate counterparts and all such counterparts shall together constitute but one and the same instrument. To the extent, if any, that this Lease Supplement constitutes chattel paper (as such term is defined in the Uniform Commercial Code as in effect in any applicable jurisdiction), no security interest in this Lease Supplement or the Lease may be created through the transfer or possession of any counterpart other than the original counterpart of each thereof containing the receipt therefor executed by the Indenture Trustee on the signature page of each thereof. 7. THIS LEASE SUPPLEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK. [Remainder of page left intentionally blank] IN WITNESS WHEREOF, the Lessor and the Lessee have each caused this Lease Supplement to be duly executed by their authorized officers as of the day and year first above written. FIRST UNION TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity, except as otherwise expressly provided herein but solely as Owner Trustee By: /s/ Stephen J. Kaba --------------------------------------------- Name: Stephen J. Kaba Title: Vice President MIDWAY AIRLINES CORPORATION By: /s/ Jonathan S. Waller --------------------------------------------- Name: Jonathan S. Waller Title: Senior Vice President General Counsel THE LESSOR HAS ASSIGNED THIS LEASE SUPPLEMENT TO THE INDENTURE TRUSTEE AS SECURITY. TO THE EXTENT, IF ANY, THAT THIS LEASE SUPPLEMENT CONSTITUTES CHATTEL PAPER (AS SUCH TERM IS DEFINED IN THE UNIFORM COMMERCIAL CODE AS IN EFFECT IN ANY APPLICABLE JURISDICTION), NO SECURITY INTEREST IN THIS LEASE SUPPLEMENT MAY BE CREATED THROUGH THE TRANSFER OR POSSESSION OF ANY COUNTERPART HEREOF OTHER THAN THE ORIGINAL COUNTERPART CONTAINING THE RECEIPT THEREFOR EXECUTED BY THE INDENTURE TRUSTEE IMMEDIATELY FOLLOWING THIS LEGEND. Receipt of this original counterpart of the foregoing Lease Supplement is hereby acknowledged on this _____ day of __________, 2000. ALLFIRST BANK, as Indenture Trustee By:______________________________ Name: Title: SCHEDULE I DESCRIPTION OF AIRFRAME AND ENGINES ----------------------------------- AIRFRAME Manufacturer's FAA Registration Manufacturer's Manufacturer Model Number Serial Number ------------ ----- ------ ------------- The Boeing Company 737-7BX N362ML 30737 ENGINES Manufacturer's Manufacturer's Manufacturer Model Serial Numbers ------------ ----- -------------- CFM International, Inc. CFM-56-7B20 876635 876634 Each Engine is of 750 or more "rated take-off horsepower" or the equivalent of such horsepower.