Frontier Airlines 2006 Annual Report Download - page 204

Contractor will furnish to United within ten (10) working days after the end of each month a detailed report of its operating
performance, this report will include information on Contractor’s performance during the preceding month for each of the items
designated by United, including, but not limited to, Operating Performance Standards and aircraft appearance.
C. CORPORATE AUDIT
United may inspect and audit Contractor’s corporate records related to Pass Through Costs at any time, provided that such
inspections do not unreasonably interfere with Contractor’s business. Additionally, United may inspect and audit all of Contractor’s
corporate records and accounts solely related to Contractor’s United Express Services, in conjunction with the benchmarking studies
conducted in 2009 and 2013 provided that such inspections do not unreasonably interfere with Contractor’s business.
D. FINANCIAL STATEMENTS
Contractor will furnish to United, (i) within 45 days after the end of each calendar quarter, unaudited financial statements,
including Contractor’s then current corporate balance sheet and profit and loss statement, either separately or on a consolidated basis,
and (ii) within 90 days after the end of the Contractor’s fiscal year, Contractor’s then current, audited financial statements including,
either separately or on a consolidated basis, the balance sheet and the profit and loss statement, together with associated footnotes, and
a copy of the independent auditor’s report. If Contractor fails to provide financial statements within the 45-day or 90-day period, as
outlined above, United may withhold all reconciliation payments pending the receipt of financial documents. Contractor may satisfy
its obligations under this provision by providing United with copies of filings by Contractor or an affiliate on SEC Forms 10K or 10Q
that include Contractor’s financial performance.
E. BENCHMARKING
In 2009 and 2013, Contractor agrees to participate diligently in a detailed update of Contractor’s United Express expenses. Contractor
agrees not to provide United Costs data to any other carrier or third party and United agrees not to provide Contractor cost data to any
other carrier or third party except as required by law (including federal or state securities laws or regulations) or by the rules and
regulations of any stock exchange or association on which securities of either party or any of its affiliates are traded, or in any
proceeding to enforce the provisions of this Agreement. In the event either party believes it is required to disclose the other party’s
cost data to any other carrier or third party, it shall provide to the owner of such data prior written notice of such contemplated
disclosure in sufficient time to enable the owner to seek a protective order or other appropriate protection, and upon the owner’s
request, the disclosing party shall cooperate with any such effort by the owner. Nothing in this paragraph is intended to override any
non-disclosure obligation of either party to protect the confidential information of the other party that is in its possession.
__________
* Confidential
Source: REPUBLIC AIRWAYS HOLDINGS INC, 10-K, March 15, 2007 Powered by Morningstar® Document Research℠