Frontier Airlines 2006 Annual Report Download - page 283

EXHIBIT A
Definitions
Agreement - means the Airline Services Agreement, dated as of January 11, 2007, among Frontier and RAI, as amended from time to
time pursuant to Section 10.04 hereof.
Base Compensation - is defined in Paragraph A.1 of Exhibit D.
Business Day - means each Monday, Tuesday, Wednesday, Thursday and Friday unless such day shall be a day when financial
institutions in New York, New York or Denver, Colorado are authorized by law to close or the general offices of Frontier or RAI are
closed due to weather or other natural forces.
Cause - means (i) the suspension for three consecutive days or longer or the revocation of RAI's authority to operate as a scheduled
airline, (ii) the ceasing of RAI's operations as a scheduled airline, other than as a result of a Labor Strike or the mandatory grounding
of the Covered Aircraft by the FAA, and other than any temporary cessation for not more than 14 consecutive days, (iii) the
occurrence of a Labor Strike that shall have continued for 10 consecutive days or longer, (iv) beginning after the month in which the
12th aircraft is placed in service, RAI operating at or below the Default Threshold for Controllable arrivals within [* ] minutes or the
Default Threshold for Controllable Completion Factor Percentage, each as described in Appendix 2 to Exhibit D, for any two
consecutive calendar months, or (v) a willful or intentional material breach of this Agreement by RAI that substantially deprives
Frontier of the benefits of this Agreement, which breach shall have continued for 45 days after notice thereof is delivered by Frontier
to RAI.
Change of Control - means, with respect to any Person, the merger of such Person with, or the acquisition of direct or indirect control
of such Person by, another air carrier, or a corporation directly or indirectly owning or controlling or directly or indirectly owned or
controlled by another air carrier (a “Holding Company”), or a corporation directly or indirectly owned or controlled by such Holding
Company, unless (1) such Person is the acquiring or surviving entity in such merger or acquisition, or (2) the ultimate beneficial
ownership of the surviving entity immediately following such transaction is substantially similar (i.e., at least 80% common
ownership) to the ultimate beneficial ownership of such Person immediately prior to such transaction.
Charter Flights - means any flight by a Covered Aircraft for charter operations at the direction of Frontier that is not reflected in the
Final Monthly Schedule.
Effective Date - is as set forth in the preamble to this Agreement.
Frontier - means Frontier Airlines, Inc., a Colorado corporation, and its successors and permitted assigns. Frontier
Marks - is defined in Exhibit C.
Frontier Holdings - means Frontier Airlines Holdings, Inc., a Delaware corporation.
Covered Aircraft - means all of the aircraft listed on Exhibit B (as amended from time to time pursuant to the provisions of this
Agreement) and presented for service by RAI, as adjusted from time to time for withdrawals pursuant to Article VIII and for
extensions pursuant to Section 10.17 .
DOT - means the United States Department of Transportation.
Enplanement - means one passenger for such passenger's entire one-way flight itinerary, regardless of how many Scheduled Flights or
flight segments comprise such itinerary. FAA - means the United States Federal Aviation Administration.
Final Monthly Schedule - means the final schedule of Scheduled Flights for the next calendar month delivered by Frontier to RAI
pursuant to Section 2.01(b).
Labor Strike - means a labor dispute, as such term is defined in 29 U.S.C. Section 113(c) involving RAI and some or all of its
employees, which dispute results in a union-authorized strike resulting in a work stoppage.
Source: REPUBLIC AIRWAYS HOLDINGS INC, 10-K, March 15, 2007 Powered by Morningstar® Document Research℠