Frontier Airlines 2008 Annual Report Download - page 232

EXHIBIT A
FORM OF TERM NOTE
THIS NOTE AND THE OBLIGATIONS REPRESENTED HEREBY MAY NOT BE TRANSFERRED EXCEPT IN
COMPLIANCE WITH THE TERMS AND PROVISIONS OF THE LOAN AGREEMENT REFERRED TO
BELOW. TRANSFERS OF THIS TERM NOTE AND THE OBLIGATIONS REPRESENTED HEREBY MUST BE RECORDED
IN THE REGISTER MAINTAINED BY THE ADMINISTRATIVE AGENT PURSUANT TO THE TERMS OF SUCH LOAN
AGREEMENT.
$____________ New York, New York
________ __, ____
FOR VALUE RECEIVED, the undersigned, MOKULELE FLIGHT SERVICE, INC., a Hawaii corporation (the
“Borrower”), HEREBY UNCONDITIONALLY PROMISES TO PAY to the order of [NAME OF LENDER] (the “ Lender”) or its
registered assigns to the account specified by the Lender (as defined in the Loan Agreement (as hereinafter defined)) in Dollars and in
immediately available funds, on the Maturity Date (or earlier in accordance with the terms of the Loan Agreement) the principal
amount of (a) ________________ DOLLARS AND _________________ CENTS ($_________), or, if less, (b) the aggregate unpaid
principal amount of the Term Loan made by the Lender pursuant to Section 2.01 of the Loan Agreement. The Borrower further agrees
to pay interest in like money to such account on the unpaid principal amount hereof from time to time outstanding at the rates and on
the dates specified in Section 2.04 of the Loan Agreement.
The holder of this Term Note is authorized to indorse on the schedules annexed hereto and made a part hereof the
date, type and amount of the Term Loan and the date and amount of each payment or prepayment of principal with respect
thereto. Each such indorsement shall constitute conclusive evidence of the accuracy of the information indorsed, absent manifest
error. The failure to make any such indorsement or any error in any such indorsement shall not affect the obligations of the Borrower
in respect of the Term Loan.
This Term Note (a) is the Term Note issued pursuant to that certain Loan Agreement, dated as of October 10, 2008
(including all annexes, exhibits and schedules thereto, and as amended, restated, amended and restated, supplemented, restructured or
otherwise modified, renewed or replaced from time to time, the “Loan Agreement”), among the Borrower, Mokulele Flight Service,
Inc., a Hawaii corporation, the Subsidiaries of the Borrower and Republic Airways Holdings Inc., as Lender, (b) is subject to the
provisions of the Loan Agreement, which are hereby incorporated by reference, (c) is subject to optional and mandatory prepayment
in whole or in part as provided in the Loan Agreement and (d) is secured and guaranteed as provided in the Loan
Documents. Reference is hereby made to the Loan Agreement for a statement of all of the terms and conditions under which the Term
Loan evidenced hereby are made and are to be repaid. Reference is hereby made to the Loan Documents for a description of the
properties and assets in which a security interest has been granted, the nature and extent of the security and the guarantees, the terms
and conditions upon which the security interests and each guarantee were granted and the rights of the holder of this Term Note in
respect thereof. The principal balance of the Term Loan, the rates of interest applicable thereto and the date and amount of each
payment made on account of the principal thereof, shall be recorded by the Lender on its books; provided that the failure of the Lender
to make any such recordation shall not affect the obligation of the Borrower to make a payment when due of any amount owing under
the Loan Agreement or this Term Note.
Upon the occurrence of any one or more Events of Default, all principal and all accrued interest then remaining
unpaid on this Term Note shall become, or may be declared to be, immediately due and payable, all as provided in the Loan
Agreement. No failure in exercising any rights hereunder or under the other Loan Documents on the part of the Lender shall operate
as a waiver of such rights.
All parties now and hereafter liable with respect to this Term Note, whether maker, principal, surety, guarantor,
indorser or otherwise, hereby expressly waive presentment, demand, protest and all other notices or requirements of any kind.
Unless otherwise defined herein, terms defined in the Loan Agreement and used herein shall have the meanings
given to them in the Loan Agreement.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN OR IN THE LOAN
AGREEMENT, THIS TERM NOTE MAY NOT BE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE LOAN
AGREEMENT.
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Source: REPUBLIC AIRWAYS HOLDINGS INC, 10-K, March 16, 2009 Powered by Morningstar® Document Research℠