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$47	Preview Full Doc	2004	Registration Rights Agreement Registration Rights Agreement (109K) Doc #354289: Click preview link for longer preview. REGISTRATION RIGHTS AGREEMENT Dated as of March 25, 2004 among FEDEX CORPORATION, THE GUARANTORS NAMED HEREIN and J.P. MORGAN SECURITIES INC. BANC OF AMERICA SECURITIES LLC BANC ONE CAPITAL MARKETS, INC. CITIGROUP GLOBAL MARKETS INC. MERRILL LYNCH, PIERCE, FENNER . . . 354289	FedEx FedEx Corp. ( Air Courier ) ; Royal Bank Royal Bank of Scotland plc As referenced in this Registration Rights Agreement: ROYAL BANK OF SCOTLAND PLC – MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED UTENDAHL CAPITAL GROUP, LLC KBC FINANCIAL PRODUCTS USA INC. MCDONALD INVESTMENTS INC. MORGAN KEEGAN & COMPANY, INC. THE ROYAL BANK OF SCOTLAND PLC SCOTIA CAPITAL (USA) INC. SUNTRUST CAPITAL MARKETS, INC. VINING - SPARKS IBG, L.P. as the Initial Purchasers ================================================================================ {Page} REGISTRATION RIGHTS AGREEMENT REGISTRATION _____________ ROYAL BANK OF SCOTLAND PLC, – MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, UTENDAHL CAPITAL GROUP, LLC, KBC FINANCIAL PRODUCTS USA INC., MCDONALD INVESTMENTS INC., MORGAN KEEGAN & COMPANY, INC., THE ROYAL BANK OF SCOTLAND PLC, SCOTIA CAPITAL (USA) INC., SUNTRUST CAPITAL MARKETS, INC. AND VINING - SPARKS IBG, L.P. (collectively, the "Initial Purchasers"). This Agreement is made _____________ ROYAL BANK OF SCOTLAND PLC – MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED UTENDAHL CAPITAL GROUP, LLC KBC FINANCIAL PRODUCTS USA INC. MCDONALD INVESTMENTS INC. MORGAN KEEGAN & COMPANY, INC. THE ROYAL BANK OF SCOTLAND PLC SCOTIA CAPITAL (USA) INC. SUNTRUST CAPITAL MARKETS, INC. VINING - SPARKS IBG, L.P. By: J.P. MORGAN SECURITIES INC. By: /s/ Stephen _____________ dt 713270 ; BofA Securities Banc of America Securities LLC ( Financial ) As referenced in this Registration Rights Agreement: BANC OF AMERICA SECURITIES LLC – 4 ================================================================================ REGISTRATION RIGHTS AGREEMENT Dated as of March 25, 2004 among FEDEX CORPORATION, THE GUARANTORS NAMED HEREIN and J.P. MORGAN SECURITIES INC. BANC OF AMERICA SECURITIES LLC BANC ONE CAPITAL MARKETS, INC. CITIGROUP GLOBAL MARKETS INC. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED UTENDAHL CAPITAL GROUP, LLC KBC FINANCIAL PRODUCTS _____________ BANC OF AMERICA SECURITIES LLC – terms of the Indenture referred to herein guarantees the Company's obligations under such Indenture, the "Guarantors"), and J. P. MORGAN SECURITIES INC., BANC OF AMERICA SECURITIES LLC , BANC ONE CAPITAL MARKETS, INC., CITIGROUP GLOBAL MARKETS INC., MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, UTENDAHL CAPITAL GROUP, LLC, KBC FINANCIAL PRODUCTS _____________ BANC OF AMERICA SECURITIES LLC – M. Benners Title: Vice President & Treasurer 28 {Page} Confirmed and accepted as of the date first above written: J.P. MORGAN SECURITIES INC. BANC OF AMERICA SECURITIES LLC BANC ONE CAPITAL MARKETS, INC. CITIGROUP GLOBAL MARKETS INC. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED UTENDAHL CAPITAL GROUP, LLC KBC FINANCIAL PRODUCTS _____________ dt 712937 ;	Banc One Capital Banc One Capital Markets, Inc. ( Financial ) As referenced in this Registration Rights Agreement: BANC ONE CAPITAL MARKETS, INC – EXHIBIT 4.4 ================================================================================ REGISTRATION RIGHTS AGREEMENT Dated as of March 25, 2004 among FEDEX CORPORATION, THE GUARANTORS NAMED HEREIN and J.P. MORGAN SECURITIES INC. BANC OF AMERICA SECURITIES LLC BANC ONE CAPITAL MARKETS, INC . CITIGROUP GLOBAL MARKETS INC. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED UTENDAHL CAPITAL GROUP, LLC KBC FINANCIAL PRODUCTS USA INC. MCDONALD INVESTMENTS INC. MORGAN KEEGAN & COMPANY, INC. THE ROYAL BANK _____________ BANC ONE CAPITAL MARKETS, INC – to the terms of the Indenture referred to herein guarantees the Company's obligations under such Indenture, the "Guarantors"), and J. P. MORGAN SECURITIES INC., BANC OF AMERICA SECURITIES LLC, BANC ONE CAPITAL MARKETS, INC ., CITIGROUP GLOBAL MARKETS INC., MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, UTENDAHL CAPITAL GROUP, LLC, KBC FINANCIAL PRODUCTS USA INC., MCDONALD INVESTMENTS INC., MORGAN KEEGAN & COMPANY, INC., THE ROYAL BANK _____________ BANC ONE CAPITAL MARKETS, INC – Name: Leslie M. Benners Title: Vice President & Treasurer 28 {Page} Confirmed and accepted as of the date first above written: J.P. MORGAN SECURITIES INC. BANC OF AMERICA SECURITIES LLC BANC ONE CAPITAL MARKETS, INC . CITIGROUP GLOBAL MARKETS INC. MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED UTENDAHL CAPITAL GROUP, LLC KBC FINANCIAL PRODUCTS USA INC. MCDONALD INVESTMENTS INC. MORGAN KEEGAN & COMPANY, INC. THE ROYAL BANK _____________ dt 741698 ; Citigroup Global Citigroup Global Markets Inc. ( Financial ) As referenced in this Registration Rights Agreement: CITIGROUP GLOBAL MARKETS INC – among FEDEX CORPORATION, THE GUARANTORS NAMED HEREIN and J.P. MORGAN SECURITIES INC. BANC OF AMERICA SECURITIES LLC BANC ONE CAPITAL MARKETS, INC. CITIGROUP GLOBAL MARKETS INC . MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED UTENDAHL CAPITAL GROUP, LLC KBC FINANCIAL PRODUCTS USA INC. MCDONALD INVESTMENTS INC. MORGAN KEEGAN & COMPANY, INC. _____________ CITIGROUP GLOBAL MARKETS INC – s obligations under such Indenture, the "Guarantors"), and J. P. MORGAN SECURITIES INC., BANC OF AMERICA SECURITIES LLC, BANC ONE CAPITAL MARKETS, INC., CITIGROUP GLOBAL MARKETS INC ., MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, UTENDAHL CAPITAL GROUP, LLC, KBC FINANCIAL PRODUCTS USA INC., MCDONALD INVESTMENTS INC., MORGAN KEEGAN & COMPANY, INC., _____________ CITIGROUP GLOBAL MARKETS INC – accepted as of the date first above written: J.P. MORGAN SECURITIES INC. BANC OF AMERICA SECURITIES LLC BANC ONE CAPITAL MARKETS, INC. CITIGROUP GLOBAL MARKETS INC . MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED UTENDAHL CAPITAL GROUP, LLC KBC FINANCIAL PRODUCTS USA INC. MCDONALD INVESTMENTS INC. MORGAN KEEGAN & COMPANY, INC. _____________ dt 715235 ; More...
$47	Preview Full Doc	2001	Registration Rights Agreement Registration Rights Agreement (101K) Doc #354398: Click preview link for longer preview. REGISTRATION RIGHTS AGREEMENT Dated as of February 12, 2001 among FEDEX CORPORATION, THE GUARANTORS NAMED HEREIN and MERRILL LYNCH, PIERCE FENNER & SMITH INCORPORATED BANC OF AMERICA SECURITIES LLC CHASE SECURITIES INC. COMMERZBANK CAPITAL MARKETS CORP. . . . 354398	FedEx FedEx Corp. ( Air Courier ) ; BofA Securities Banc of America Securities LLC ( Financial ) As referenced in this Registration Rights Agreement: BANC OF AMERICA SECURITIES LLC – REGISTRATION RIGHTS AGREEMENT Dated as of February 12, 2001 among FEDEX CORPORATION, THE GUARANTORS NAMED HEREIN and MERRILL LYNCH, PIERCE FENNER & SMITH INCORPORATED BANC OF AMERICA SECURITIES LLC CHASE SECURITIES INC. COMMERZBANK CAPITAL MARKETS CORP. CREDIT SUISSE FIRST BOSTON CORPORATION as the Initial Purchasers -------------------------------------------------------------------------------- {PAGE} REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS _____________ BANC OF AMERICA SECURITIES LLC – of the Indenture referred to herein guarantees the Company's obligations under such Indenture, the "Guarantors"), and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, BANC OF AMERICA SECURITIES LLC , CHASE SECURITIES INC., COMMERZBANK CAPITAL MARKETS CORP. and CREDIT SUISSE FIRST BOSTON CORPORATION (collectively, the "Initial Purchasers"). This Agreement is made pursuant _____________ BANC OF AMERICA SECURITIES LLC – G. Gore Title: President and CEO {PAGE} Confirmed and accepted as of the date first above written: MERRILL LYNCH, PIERCE FENNER & SMITH INCORPORATED BANC OF AMERICA SECURITIES LLC CHASE SECURITIES INC. COMMERZBANK CAPITAL MARKETS CORP. CREDIT SUISSE FIRST BOSTON CORPORATION By: MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED By: /s/ George _____________ dt 712934 ; BNY Bank of New York ( Money Center Banks ) As referenced in this Registration Rights Agreement: Bank of New York, – of such Exchange Securities. "Indenture" shall mean the Indenture dated as of February 12, 2001 among the Company, the Initial Guarantors and The Bank of New York, as trustee, as the same may be further amended or supplemented from time to time in accordance with the terms thereof. "Initial _____________ dt 708485 ;	Chase Securities Chase Securities Inc. ( Financial ) As referenced in this Registration Rights Agreement: CHASE SECURITIES INC – 4.5 -------------------------------------------------------------------------------- REGISTRATION RIGHTS AGREEMENT Dated as of February 12, 2001 among FEDEX CORPORATION, THE GUARANTORS NAMED HEREIN and MERRILL LYNCH, PIERCE FENNER & SMITH INCORPORATED BANC OF AMERICA SECURITIES LLC CHASE SECURITIES INC . COMMERZBANK CAPITAL MARKETS CORP. CREDIT SUISSE FIRST BOSTON CORPORATION as the Initial Purchasers -------------------------------------------------------------------------------- {PAGE} REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (the "Agreement") dated as of February 12, 2001 among _____________ CHASE SECURITIES INC – the terms of the Indenture referred to herein guarantees the Company's obligations under such Indenture, the "Guarantors"), and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, BANC OF AMERICA SECURITIES LLC, CHASE SECURITIES INC ., COMMERZBANK CAPITAL MARKETS CORP. and CREDIT SUISSE FIRST BOSTON CORPORATION (collectively, the "Initial Purchasers"). This Agreement is made pursuant to the Purchase Agreement dated February 6, 2001 by and _____________ CHASE SECURITIES INC – Name: Tilton G. Gore Title: President and CEO {PAGE} Confirmed and accepted as of the date first above written: MERRILL LYNCH, PIERCE FENNER & SMITH INCORPORATED BANC OF AMERICA SECURITIES LLC CHASE SECURITIES INC . COMMERZBANK CAPITAL MARKETS CORP. CREDIT SUISSE FIRST BOSTON CORPORATION By: MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED By: /s/ George Ackert ------------------------------------------ Name: George Ackert Title: Vice President {PAGE} ANNEX A _____________ dt 727135 ; Commerzbank Commerzbank Capital Markets Corp. ( Financial ) As referenced in this Registration Rights Agreement: COMMERZBANK CAPITAL MARKETS CORP – RIGHTS AGREEMENT Dated as of February 12, 2001 among FEDEX CORPORATION, THE GUARANTORS NAMED HEREIN and MERRILL LYNCH, PIERCE FENNER & SMITH INCORPORATED BANC OF AMERICA SECURITIES LLC CHASE SECURITIES INC. COMMERZBANK CAPITAL MARKETS CORP . CREDIT SUISSE FIRST BOSTON CORPORATION as the Initial Purchasers -------------------------------------------------------------------------------- {PAGE} REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (the "Agreement") dated as of February 12, 2001 among FEDEX CORPORATION, a Delaware _____________ COMMERZBANK CAPITAL MARKETS CORP – the Indenture referred to herein guarantees the Company's obligations under such Indenture, the "Guarantors"), and MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED, BANC OF AMERICA SECURITIES LLC, CHASE SECURITIES INC., COMMERZBANK CAPITAL MARKETS CORP . and CREDIT SUISSE FIRST BOSTON CORPORATION (collectively, the "Initial Purchasers"). This Agreement is made pursuant to the Purchase Agreement dated February 6, 2001 by and among the Company, the _____________ COMMERZBANK CAPITAL MARKETS CORP – Gore Title: President and CEO {PAGE} Confirmed and accepted as of the date first above written: MERRILL LYNCH, PIERCE FENNER & SMITH INCORPORATED BANC OF AMERICA SECURITIES LLC CHASE SECURITIES INC. COMMERZBANK CAPITAL MARKETS CORP . CREDIT SUISSE FIRST BOSTON CORPORATION By: MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED By: /s/ George Ackert ------------------------------------------ Name: George Ackert Title: Vice President {PAGE} ANNEX A PLAN OF DISTRIBUTION Each _____________ dt 747860
$42	Preview Full Doc	2004	Registration Rights Agreement Registration Rights Agreement (49K) Doc #875909: Click preview link for longer preview. REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December 30, 2003, is by and between World Airways, Inc., a Delaware corporation (the "Company") and the person signatory and listed on Annex A hereto (the "Investor"). RECITALS A. Simultaneously with the execution of this Agreement, the Company will enter into registration rights agreements (the "Other Registration Rights Agreements") identical to this . . . 875909	World Airways World Airways, Inc. ( Air Courier ) As referenced in this Registration Rights Agreement: World Airways, Inc – RIGHTS AGREEMENT <TEXT> <PAGE> EXHIBIT 99.2 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "Agreement"), dated as of December 30, 2003, is by and between World Airways, Inc ., a Delaware corporation (the "Company") and the person signatory and listed on Annex A hereto (the "Investor"). RECITALS A. Simultaneously with the execution of this Agreement, the Company will _____________ World Airways, Inc – to: Latham & Watkins LLP 633 West Fifth Street, Suite 4000 Los Angeles, CA 90071 Attention: Thomas C. Sadler, Esq. (3) if to the Company, at its address as follows: World Airways, Inc . The HLH Building 101 World Drive Peachtree City, Georgia 30269 Attention: General Counsel with a copy to: Powell, Goldstein, Frazer & Murphy LLP 191 Peachtree Street, N.E., Sixteenth _____________ WORLD AIRWAYS, INC – required percentage. [Signature pages follow] 13 <PAGE> IN WITNESS WHEREOF, the parties hereto have executed this Registration Rights Agreement as of the date above first written. THE COMPANY: WORLD AIRWAYS, INC . By: ____________________________________ Name: Title: <PAGE> [INVESTOR] By: ____________________________________ Name: Title: </TEXT> </DOCUMENT> _____________ dt 1333020 ; Wachovia Bank Wachovia Bank, NA ( Financial ) As referenced in this Registration Rights Agreement: Wachovia Bank, Na – the "Common Stock") at the conversion price set forth in, and will be issued pursuant to, an Indenture, dated as of December 30, 2003 (the "Indenture"), between the Company and Wachovia Bank, Na tional Association, as trustee (the "Trustee"). AGREEMENT NOW, THEREFORE, in accordance with the provisions of the Purchase Agreements, the Company agrees to provide for the benefit of (i) the Investor, _____________ dt 1386404 ;	Powell Goldstein Powell, Goldstein, Frazer & Murphy LLP ( Legal ) As referenced in this Registration Rights Agreement: Powell, Goldstein – 3) if to the Company, at its address as follows: World Airways, Inc. The HLH Building 101 World Drive Peachtree City, Georgia 30269 Attention: General Counsel with a copy to: Powell, Goldstein , Frazer & Murphy LLP 191 Peachtree Street, N.E., Sixteenth Floor Atlanta, GA 30303 Attention: Gabriel Dumitrescu, Esq. All such notices and communications shall be deemed to have been _____________ dt 1507626
$44	Preview Full Doc	2004	Registration Rights Agreement Registration Rights Agreement (74K) Doc #875916: Click preview link for longer preview. REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN WORLD AIRWAYS, INC. AS THE ISSUER, AND THE HOLDERS REFERRED TO HEREIN OF WARRANTS TO PURCHASE COMMON STOCK, $.001 PAR VALUE PER SHARE DATED AS OF DECEMBER 30, 2003 <PAGE> REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into . . . 875916	World Airways World Airways, Inc. ( Air Courier ) As referenced in this Registration Rights Agreement: WORLD AIRWAYS, INC – 11 <FILENAME>g86786exv99w9.txt <DESCRIPTION>EX-99.9 REGISTRATION RIGHTS AGREEMENT <TEXT> <PAGE> EXHIBIT 99.9 REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN WORLD AIRWAYS, INC . AS THE ISSUER, AND THE HOLDERS REFERRED TO HEREIN OF WARRANTS TO PURCHASE COMMON STOCK, $.001 PAR VALUE PER SHARE DATED AS OF DECEMBER 30, 2003 <PAGE> _____________ WORLD AIRWAYS, INC – AS OF DECEMBER 30, 2003 <PAGE> REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of December 30, 2003 by and between WORLD AIRWAYS, INC ., a Delaware corporation (the "Company"), and the Warrant Holders (as hereinafter defined). WHEREAS, the Company and the Warrant Holders have entered into certain agreements; and WHEREAS, in order to _____________ World Airways, Inc – close. "COMMON STOCK": The common stock, $.001 par value per share, of the Company or shares of any class or classes resulting from any recapitalization, reorganization, or reclassification thereof. "COMPANY": World Airways, Inc ., a Delaware corporation, and any successor entity thereto. "DEMAND REGISTRATION": As defined in Section 2(a) hereof. "EXCHANGE ACT": The Securities Exchange Act of 1934, as amended, and the _____________ World Airways, Inc – notice or communication to a Holder or any defect in such notice or communication shall not affect its sufficiency with respect to other Holders. (ii) if to the Company to: World Airways, Inc . The HLH Building 101 World Drive Peachtree City, GA 30269 Telephone No.: (770) 632-8005 Facsimile No.: (770) 632-8048 Attention: Cindy M. Swinson, Esq. With a copy to: _____________ WORLD AIRWAYS, INC – law or in equity. -19- <PAGE> IN WITNESS WHEREOF, the parties have caused this Registration Rights Agreement to be duly executed as of the date first written above. WORLD AIRWAYS, INC . By: /s/ Gilberto M. Duarte, Jr. -------------------------------------- Gilberto M. Duarte, Jr. Chief Financial Officer AIR TRANSPORTATION STABILIZATION BOARD By: /s/ Michael Kestenbaum -------------------------------------- Michael Kestenbaum Chief Administrative Officer [_______________] By: ______________________________________ _____________ dt 1333022 ;	Powell Goldstein Powell, Goldstein, Frazer & Murphy LLP ( Legal ) As referenced in this Registration Rights Agreement: Powell, Goldstein – Inc. The HLH Building 101 World Drive Peachtree City, GA 30269 Telephone No.: (770) 632-8005 Facsimile No.: (770) 632-8048 Attention: Cindy M. Swinson, Esq. With a copy to: Powell, Goldstein , Frazer & Murphy LLP 191 Peachtree Street, N.E. 16th Floor Atlanta, GA 30303 Telephone No.: (404) 572-6600 Facsimile No.: (404) 572-6999 Attention: Gabriel Dumitrescu, Esq. (iii) _____________ dt 1507627
$70	Preview Full Doc	2001	Rights Agreement Rights Agreement (188K) Doc #877731: Click preview link for longer preview. ATLAS AIR WORLDWIDE HOLDINGS, INC. and COMPUTERSHARE TRUST COMPANY, as Rights Agent RIGHTS AGREEMENT Dated as of June 18, 2001 -------------------------------------------------------------------------------- <PAGE> TABLE OF CONTENTS Page Section 1. Certain Definitions............ . . . 877731	Atlas Air Atlas Air Worldwide Holdings Inc. ( Air Courier ) As referenced in this Rights Agreement: ATLAS AIR WORLDWIDE HOLDINGS, INC – <DOCUMENT> <TYPE>EX-1 <SEQUENCE>2 <FILENAME>atlasex.txt <DESCRIPTION>FORM OF RIGHTS AGREEMENT <TEXT> Exhibit 1 -------------------------------------------------------------------------------- ATLAS AIR WORLDWIDE HOLDINGS, INC . and COMPUTERSHARE TRUST COMPANY, as Rights Agent RIGHTS AGREEMENT Dated as of June 18, 2001 -------------------------------------------------------------------------------- <PAGE> TABLE OF CONTENTS Page Section 1. Certain Definitions..............................................1 Section 2. _____________ Atlas Air Worldwide Holdings, Inc – to Purchase Junior Preferred Stock..............................................C-1 Exhibit D - Incumbency Certificate.......................................D-1 -ii- <PAGE> RIGHTS AGREEMENT Rights Agreement (the "Agreement"), dated as of June 18, 2001, between Atlas Air Worldwide Holdings, Inc ., a Delaware corporation (the "Company"), and Computershare Trust Company, a Colorado corporation, as Rights Agent (the "Rights Agent"). W I T N E S S E T H : - - - - - - - - - - WHEREAS, _____________ Atlas Air Worldwide Holdings, Inc – written on or otherwise affixed to them the following legend: This certificate also evidences and entitles the holder hereof to certain Rights as set forth in a Rights Agreement between Atlas Air Worldwide Holdings, Inc . and Computershare Trust Company dated as of June 18, 2001 (the "Rights Agreement"), the terms of which are hereby incorporated herein by reference and a copy of which is _____________ Atlas Air Worldwide Holdings, Inc – June 18, 2001 (the "Rights Agreement"), the terms of which are hereby incorporated herein by reference and a copy of which is on file at the principal executive offices of Atlas Air Worldwide Holdings, Inc . Under certain circumstances, as set forth in the Rights Agreement, such Rights will be evidenced by separate certificates and will no longer be evidenced by this certificate. Atlas Air _____________ Atlas Air Worldwide Holdings, Inc – Worldwide Holdings, Inc. Under certain circumstances, as set forth in the Rights Agreement, such Rights will be evidenced by separate certificates and will no longer be evidenced by this certificate. Atlas Air Worldwide Holdings, Inc . will mail to the holder of this certificate a copy of the Rights Agreement as in effect on the date of mailing without charge within five Business Days after _____________ dt 1704959
$44	Preview Full Doc	2007	Registration Rights Agreement Registration Rights Agreement (52K) Doc #2836768: Click preview link for longer preview. REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the ï¿½Agreementï¿½) is entered into as of February 13, 2007 by and between Atlas Air Worldwide Holdings, Inc., a Delaware corporation (the ï¿½Companyï¿½), HMC Atlas Air, L.L.C. (ï¿½HMCAAï¿½) and Harbinger Capital Partners Special Situations Fund, L.P. (together with HMCAA, the ï¿½Initial Holdersï¿½). RECITALS WHEREAS, the Initial Holders own shares of Common Stock that (1) were distributed to the Initial Holders or their predecessors or are to be distributed to the Initial . . . 2836768	Atlas Air Atlas Air Worldwide Holdings Inc. ( Air Courier ) As referenced in this Registration Rights Agreement: Atlas Air Worldwide Holdings, Inc – 10.1.1: REGISTRATION RIGHTS AGREEMENT Exhibit 10.1.1 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the Agreement) is entered into as of February 13, 2007 by and between Atlas Air Worldwide Holdings, Inc ., a Delaware corporation (the Company), HMC Atlas Air, L.L.C. (HMCAA) and Harbinger Capital Partners Special Situations Fund, L.P. (together with HMCAA, the Initial Holders). RECITALS WHEREAS, _____________ Atlas Air Worldwide Holdings, Inc – effective on the Business Day after being deposited with such courier service); in each case, to the address (or facsimile number) listed below: If to the Company, to it at: Atlas Air Worldwide Holdings, Inc . 2000 Westchester Avenue Purchase, New York 10577 Telephone number: (914) 701-8000 Facsimile number: (914) 701-8333 Attention: Legal Department with a copy to: Ropes & Gray LLP One _____________ ATLAS AIR WORLDWIDE HOLDINGS, INC – Signature page follows] -16- IN WITNESS WHEREOF, the parties have caused this Registration Rights Agreement to be executed by their duly authorized representative as of the date first above written. ATLAS AIR WORLDWIDE HOLDINGS, INC . By: /s/ Adam R. Kokas Name: Adam R. Kokas Title: Senior Vice President, General Counsel and Secretary HMC ATLAS AIR, L.L.C. By: /s/ Philip A. Falcone Name: _____________ dt 1704962

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