Frontier Airlines 2006 Annual Report Download - page 278

and construed pursuant to the Federal Arbitration Act), this Agreement shall be governed by and construed in accordance with the
laws of the State of New York (excluding New York choice-of-law principles that might call for the application of the law of another
jurisdiction) as to all matters, including matters of validity, construction, effect, performance and remedies. Except as otherwise
provided in Section 10.08(e), any action arising out of this Agreement or the rights and duties of the parties arising hereunder may be
brought, if at all, only in the state or federal courts located in the City and County of New York, New York.
Section 10.15 Right of Set-Off. If any party hereto shall be in default hereunder to any other party, then in any such case
the non-defaulting party shall be entitled to set off from any payment owed by such non-defaulting party to the defaulting party
hereunder any amount owed by the defaulting party to the non-defaulting party thereunder; provided that contemporaneously with any
such set-off, the non-defaulting party shall give written notice of such action to the defaulting party; provided further that the failure to
give such notice shall not affect the validity of the set-off. It is specifically agreed that (i) for purposes of the set-off by any
non-defaulting party, mutuality shall be deemed to exist among the parties; (ii) reciprocity among the parties exists with respect to
their relative rights and obligations in respect of any such set-off; and (iii) the right of set-off is given as additional security to induce
the parties to enter into the transactions contemplated hereby. Upon completion of any such set-off, the obligation of the defaulting
party to the non-defaulting party shall be extinguished to the extent of the amount so set-off. Each party hereto further waives any
right to assert as a defense to any attempted set-off the requirements of liquidation or mutuality. This set-off provision shall be without
prejudice, and in addition, to any right of set-off, combination of accounts, lien or other right to which any non-defaulting party is at
any time otherwise entitled (either by operation of law, contract or otherwise), including without limitation pursuant to Section
3.06(b)(ii) hereof.
Section 10.16 Cooperation with Respect to Reporting. Each of the parties hereto agrees to use its commercially reasonable
efforts to cooperate with each other party in providing necessary data, to the extent in the possession of the first party, required by
such other party in order to meet any reporting requirements to, or otherwise in connection with any filing with or provision of
information to be made to, any regulatory agency or other governmental authority.
Section 10.17 Extension of Term. Frontier may extend the Term of this Agreement for up to two extension periods by
delivering to RAI written notice on such extension no less than 365 days prior to the end of the then existing Term. Any extension
shall be for no less than three years.
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* Confidential
Source: REPUBLIC AIRWAYS HOLDINGS INC, 10-K, March 15, 2007 Powered by Morningstar® Document Research℠