Frontier Airlines 2011 Annual Report Download - page 149

10.3 Termination on Excusable Delay
10.3.1 If any Delivery is delayed as a result of an Excusable Delay for a period of more than [] after the last day of the Scheduled Delivery Month,
then either party may terminate this Agreement with respect to the affected Aircraft, by giving written notice to the other party [*] after the [*]
period. However, the Buyer will not be entitled to terminate this Agreement pursuant to this Clause 10.3.1 if the Excusable Delay is caused
directly or indirectly by the action or inaction of the Buyer.
10.3.2 If the Seller advises the Buyer in its notice of a revised Scheduled Delivery Month pursuant to Clause 10.2.1(iv) that there will be a delay in
Delivery of an Aircraft of more than [*] of the Scheduled Delivery Month, then either party may terminate this Agreement with respect to the
affected Aircraft. Termination will be made by giving written notice to the other party [*] after the Buyer’s receipt of the notice of a revised
Scheduled Delivery Month.
10.3.3 If this Agreement is not terminated under the terms of Clause 10.3.1 or 10.3.2, then the Seller will be entitled to reschedule Delivery. The
Seller will notify the Buyer of the new Scheduled Delivery Month after the [*] referred to in Clause 10.3.1 or 10.3.2, and this new
Scheduled Delivery Month will be deemed to be an amendment to the applicable Scheduled Delivery Month in Clause 9.1.
10.4 Total Loss, Destruction or Damage
If, prior to Delivery, any Aircraft is lost or destroyed or in the reasonable opinion of the Seller is damaged beyond economic repair (“ Total
Loss”), the Seller will notify the Buyer to this effect within [*] of such occurrence. The Seller will include in said notification (or as soon
after the issue of the notice as such information becomes available to the Seller) the earliest date consistent with the Seller’s other
commitments and production capabilities that an aircraft to replace the Aircraft may be delivered to the Buyer, and the Scheduled Delivery
Month will be extended as specified in the Seller’s notice to accommodate the delivery of the replacement aircraft; provided, however, that if
the Scheduled Delivery Month is extended to a month that is later than [*] after the last day of the original Scheduled Delivery Month then
this Agreement will terminate with respect to said Aircraft unless:
(i) the Buyer notifies the Seller within [*] of the date of receipt of the Seller’s notice that it desires the Seller to provide a replacement
aircraft during the month quoted in the Seller’s notice; and
(ii) the parties execute an amendment to this Agreement recording the change in the Scheduled Delivery Month.
Nothing herein will require the Seller to manufacture and deliver a replacement aircraft if such manufacture would require the reactivation of
its production line for the model or series of aircraft that includes the Aircraft.
10.5 Termination Rights Exclusive
If this Agreement is terminated as provided for under the terms of Clauses 10.3 or 10.4, such termination will discharge all obligations and
liabilities of the parties hereunder with respect to
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