AMENDMENT NUMBER SEVENTEEN TO DELTA CONNECTION AGREEMENT
Exhibit 10.26.18
CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED AND REPLACED WITH “[***]”. SUCH IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS (I) NOT MATERIAL AND (II) IS OF THE TYPE THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL.
AMENDMENT NUMBER SEVENTEEN TO
DELTA CONNECTION
AGREEMENT
This Amendment Number Seventeen (this “Amendment”), dated as of January 12, 2021 (the “Amendment Seventeen Effective Date”), to the Delta Connection Agreement dated and effective January 13, 2005 (as amended from time to time, the “Agreement”), is among Delta Air Lines, Inc., ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ (“Delta”), Republic Airways Inc. (as successor by merger to Shuttle America Corporation and f/k/a Republic Airline Inc.) (“Operator”), ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ and Republic Airways Holdings Inc. (“Republic”), ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇.
WHEREAS, Delta, Operator and Republic are parties to the Agreement; and
WHEREAS, the parties desire to amend certain provisions of the Agreement pursuant to the terms and conditions set forth in this Amendment; and
NOW, THEREFORE, for and in consideration of the mutual undertakings set forth herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Delta, Operator and Republic, intending to be legally bound, hereby agree as follows:
| 1) | Defined Terms. All capitalized terms used, but not defined, herein shall have the meaning ascribed to such terms in the Agreement. |
| 2) | Amendments to Certain Provisions. Effective as of the Amendment Seventeen Effective Date the parties agree to amend the Agreement as follows: |
| A. | The respective Removal Dates of the [***] Aircraft listed on Exhibit A attached hereto [***] are hereby [***]. After the [***] Aircraft are removed from the scope of the Agreement as of their respective new Removal Dates, they shall [***]. Each of the [***] Aircraft shall return to revenue service on or about [***]. Notwithstanding anything in the Agreement to the contrary, [***] each of the [***] Aircraft shall be [***]. |
| B. | [***] |
| C. | [***] |
| D. | The parties acknowledge and agree that [***] |
| E. | The parties further acknowledge and agree that [***] |
| F. | [***] |
| G. | [***] |
| H. | [***] |
| 3) | Miscellaneous. |
| A. | This Amendment, together with the exhibits attached hereto, constitute the entire understanding of the parties with respect to the subject matter hereof, and any other prior or contemporaneous agreements, whether written or oral, are expressly superseded hereby. |
| B. | The Amendment may be executed in any number of counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same instrument. |
| C. | Except as specifically stated herein, all other terms and conditions of the Agreement shall remain in full force and effect. In the event of any conflict between the terms of this Amendment and the Agreement, the terms of this Amendment shall prevail. |
{Signatures appear on following page}
2
IN WITNESS WHEREOF, the parties have executed this Amendment by their undersigned duly authorized representatives:
| Republic Airways Holdings Inc. | Delta Air Lines, Inc. | |||
| By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | By: /s/ ▇▇▇ ▇▇▇▇▇▇ | |||
| Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ | Name:▇▇▇ ▇▇▇▇▇▇ | |||
| Title: SVP, CFO | Title: SVP, Delta Connection | |||
| Republic Airways Inc. |
| By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
| Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ |
| Title: SVP, CFO |
3
EXHIBIT A
[***]
4
EXHIBIT B
[***]
5
EXHIBIT C
[***]
6