Common use of Flight Schedules Clause in Contracts

Flight Schedules. United shall, in its sole discretion, establish and publish all schedules for the Covered Aircraft (such scheduled flights, together with Charter Flights, referred to herein as “Scheduled Flights”), including determining the city- pairs served, frequencies, utilization and timing of scheduled arrivals and departures, and shall, in its sole discretion, make all determinations regarding the establishment and scheduling of any flights other than Scheduled Flights; provided that such schedules shall be subject to Reasonable Operating Constraints and Conditions and the provisions of this Section 2.1; and provided further that Contractor shall operate all Charter Flights in accordance with the provisions set forth on Exhibit P; and provided further that Scheduled Flights may include flights from a maintenance base to any Applicable Airport or from one Hub Airport to another Hub Airport. United shall also be entitled, in its sole discretion and at any time prior to takeoff, to direct Contractor to delay or cancel a Scheduled Flight, including without limitation for delays and cancellations that are ATC or weather related, and Contractor shall take all necessary action to give effect to any such direction. Except as otherwise provided in the last sentence of this Section 2.1(c), any Scheduled Flight canceled at United’s direction shall be coded in accordance with United’s standard practices as an Uncontrollable Cancelation for all purposes hereunder. Contractor shall be entitled to make such maintenance, ferry and repositioning flights as may be required to facilitate the proper maintenance of the Covered Aircraft or to accommodate the Scheduled Flights. At least sixty (60) calendar days prior to the first day of each month to which a proposed Final Monthly Schedule relates, United shall present a planned flight schedule for such month, together with a proposed Final Monthly Schedule for the following two (2) months (the “Initial Proposed Monthly Schedule”). In addition, United may from time to time submit to Contractor a schedule of proposed block hours for future periods and request confirmation from Contractor as to its availability to operate the Covered Aircraft for such number of block hours, and Contractor shall respond in a timely manner to any such request (it being understood that, notwithstanding any such request or response, the Scheduled Flights shall operate in accordance with the applicable Final Monthly Schedule). United shall review and consider any changes to the planned flight schedule for the Covered Aircraft, including the Initial Proposed Monthly Schedule, suggested by Contractor. Not later than forty-five (45) calendar days prior to the beginning of the calendar month to which a proposed Final Monthly Schedule relates, United will deliver to Contractor the Final Monthly Schedule. Following such delivery of the Final Monthly Schedule, however, United may make such adjustments to such Final Monthly Schedule as it deems appropriate (subject to Reasonable Operating Constraints and Conditions); provided that such adjustments by United shall not require more flight crew resources to operate the Final Monthly Schedule, based on reasonable flight crew requirements, than the flight crew resources that would have been necessary to operate the Initial Proposed Monthly Schedule. In addition, if, after such delivery of the Final Monthly Schedule, United decides to adjust the Final Monthly Schedule by removing a flight either (x) at Contractor’s request or (y) because United reasonably determines, in good faith, that (I) (after having consulted directly with a designated point of contact with Contractor in an effort to resolve any concerns regarding Contractor’s ability to perform) such flight would have resulted in a Controllable Cancellation and (II) Contractor has not acted in accordance with, or complied with United Express’s standard and/or customary operating policy and/or past practices in promptly and accurately, to the best of its knowledge, notifying United of Contractor’s ability to perform such flight, then, in each case of clause (x) and (y), notwithstanding the removal of such flight from the Final Monthly Schedule, such flight shall be deemed to have resulted in a Controllable Cancellation for all purposes hereunder.

Flight Schedules. United Continental shall, in its sole discretion, establish and publish all schedules for the Covered Aircraft (such scheduled flights, together with Charter Flights, referred to herein as “Scheduled Flights”)Aircraft, including determining the city- city-pairs served, frequencies, utilization and timing of scheduled arrivals and departures, and shall, in its sole discretion, make all determinations regarding the establishment charter flights and scheduling of any flights other than Scheduled Flightsferry flights; provided that such schedules shall be subject to Reasonable Operating Constraints and Conditions and the provisions of this Section 2.1; and provided further that Contractor shall operate all Charter Flights in accordance Constraints. Consistent with the provisions set forth on Exhibit P; and provided further that Scheduled Flights may include flights from a maintenance base to any Applicable Airport or from one Hub Airport to another Hub Airport. United past practices, Continental shall also be entitled, in its sole discretion and at any time prior to takeoff, to direct Contractor to delay or cancel a Scheduled Flight, including without limitation Flight for delays and cancellations that are ATC or weather relatedrelated purposes, and Contractor shall take all necessary and reasonable action to give effect to any such direction. Except as otherwise provided in Contractor and Continental shall meet monthly (but not later than the last sentence fourth Friday of this Section 2.1(c), any Scheduled Flight canceled at United’s direction shall be coded in accordance with United’s standard practices as an Uncontrollable Cancelation each calendar month) to review the planned flight schedules for all purposes hereunder. Contractor shall be entitled to make such maintenance, ferry and repositioning flights as may be required to facilitate the proper maintenance of the Covered Aircraft or for each of the next 11 months. Prior to accommodate such meeting, Continental shall prepare and distribute a rolling forecast of planned operational levels and associated statistics for the Scheduled FlightsCovered Aircraft for each of the next 11 months. At least sixty (60) calendar days prior to the first day of each month to which a proposed Final Monthly Schedule relatessuch meeting, United Continental shall present a planned flight three month schedule for such month, together with that will include a proposed Final Monthly Schedule for the next calendar month and a detailed schedule for the two months following two (2) months (the “Initial Proposed Monthly Schedule”). In addition, United may from time to time submit to Contractor a schedule of proposed block hours for future periods and request confirmation from Contractor as to its availability to operate the Covered Aircraft for such number of block hours, and Contractor shall respond in a timely manner to any such request (it being understood that, notwithstanding any such request or response, the Scheduled Flights shall operate in accordance with the applicable Final Monthly Schedule). United At such meeting, Continental shall review and consider any changes to the planned flight schedule for the Covered Aircraft, including the Initial Proposed proposed Final Monthly Schedule, suggested by Contractor. Not later than forty-five (45) calendar days prior to the beginning of the calendar month to which a proposed Final Monthly Schedule relates, United will deliver to Contractor the Final Monthly Schedule. Following such delivery of the Final Monthly Schedulemonthly meeting, however, United may Continental shall make such adjustments to such the proposed Final Monthly Schedule as it deems appropriate (subject to Reasonable Operating Constraints and ConditionsConstraints); provided that such adjustments by United shall , and, not require more flight crew resources later than three Business Days prior to operate the beginning of each calendar month, will deliver to Contractor the Final Monthly Schedule. Notwithstanding the foregoing, based on reasonable flight crew requirements, Continental shall not schedule any Scheduled Flights with respect to any Covered Aircraft in the ten days immediately prior to the anticipated withdrawal of such Covered Aircraft pursuant to a Wind-Down Schedule delivered pursuant to Article VIII of this Agreement (other than the flight crew resources that would have been necessary to operate the Initial Proposed Monthly Schedule. In addition, if, after such delivery of the Final Monthly Schedule, United decides to adjust the Final Monthly a Wind-Down Schedule by removing a flight either (x) at Contractor’s request or (y) because United reasonably determines, delivered in good faith, that (I) (after having consulted directly connection with a designated point of contact with Contractor in an effort termination pursuant to resolve any concerns regarding Contractor’s ability to perform) such flight would have resulted in a Controllable Cancellation and (II) Contractor has not acted in accordance with, or complied with United Express’s standard and/or customary operating policy and/or past practices in promptly and accurately, to the best of its knowledge, notifying United of Contractor’s ability to perform such flight, then, in each case of clause (x) and (ySection 8.02(a), notwithstanding the removal of such flight from the Final Monthly Schedule, such flight shall be deemed to have resulted in a Controllable Cancellation for all purposes hereunder).

Flight Schedules. Continental and/or its affiliates, including United Air Lines, Inc., shall, in its sole discretion, establish and publish all schedules for the Covered Aircraft (such scheduled flights, together with Charter FlightsFlights and ferry flights required to accommodate such scheduled flights and Charter Flights or otherwise made at Continental's request, referred to herein as “Scheduled Flights”), including determining the city- city-pairs served, frequencies, utilization and timing of scheduled arrivals and departures, and shall, in its sole discretion, make all determinations regarding the establishment and scheduling of any flights other than Scheduled Charter Flights; provided that such schedules shall be subject to Reasonable Operating Constraints and Conditions and the provisions of this Section 2.1; and provided further that Contractor shall operate all Charter Flights in accordance with the provisions set forth on Exhibit P; and provided further that Scheduled Flights may include flights from a maintenance base to any Applicable Airport or from one Hub Airport to another Hub AirportConstraints. United Continental shall also be entitled, in its sole discretion and at any time prior to takeoff, to direct Contractor to delay or cancel a Scheduled Flight, including without limitation for delays and cancellations that are ATC or weather related, and Contractor shall take all necessary action to give effect to any such direction. Except as otherwise provided in Contractor and Continental shall meet monthly (but not later than the last sentence fourth Friday of this Section 2.1(c), any Scheduled Flight canceled at United’s direction shall be coded in accordance with United’s standard practices as an Uncontrollable Cancelation each calendar month) to review the planned flight schedules for all purposes hereunder. Contractor shall be entitled to make such maintenance, ferry and repositioning flights as may be required to facilitate the proper maintenance of the Covered Aircraft or to accommodate for each of the Scheduled Flightsnext six months. At least sixty (60) calendar days prior to the first day of each month to which a proposed Final Monthly Schedule relatessuch meeting, United Continental shall present a planned flight schedule for such monththe Covered Aircraft for each of the next six months, together with including a proposed Final Monthly Schedule for the following two (2) months (the “Initial Proposed Monthly Schedule”)next calendar month. In additionAt such meeting, United may from time to time submit to Contractor a schedule of proposed block hours for future periods and request confirmation from Contractor as to its availability to operate the Covered Aircraft for such number of block hours, and Contractor shall respond in a timely manner to any such request (it being understood that, notwithstanding any such request or response, the Scheduled Flights shall operate in accordance with the applicable Final Monthly Schedule). United Continental shall review and consider any changes to the planned flight schedule for the Covered Aircraft, including the Initial Proposed proposed Final Monthly Schedule, suggested by Contractor. Not later than forty-five (45) calendar days three Business Days prior to the beginning of the each calendar month to which a proposed Final Monthly Schedule relatesmonth, United Continental will deliver to Contractor the Final Monthly Schedule. Following such monthly meetings and delivery of the Final Monthly Schedule, however, United Continental may make such adjustments to such the proposed Final Monthly Schedule as it deems appropriate (subject to Reasonable Operating Constraints and ConditionsConstraints); provided that such adjustments by United shall not require more flight crew resources to operate the Final Monthly Schedule, based on reasonable flight crew requirements, than the flight crew resources that would have been necessary to operate the Initial Proposed Monthly Schedule. In addition, if, after such delivery of the Final Monthly Schedule, United decides to adjust the Final Monthly Schedule by removing a flight either (x) at Contractor’s request or (y) because United reasonably determines, in good faith, that (I) (after having consulted directly with a designated point of contact with Contractor in an effort to resolve any concerns regarding Contractor’s ability to perform) such flight would have resulted in a Controllable Cancellation and (II) Contractor has not acted in accordance with, or complied with United Express’s standard and/or customary operating policy and/or past practices in promptly and accurately, to the best of its knowledge, notifying United of Contractor’s ability to perform such flight, then, in each case of clause (x) and (y), notwithstanding the removal of such flight from the Final Monthly Schedule, such flight shall be deemed to have resulted in a Controllable Cancellation for all purposes hereunder.

Flight Schedules. United Continental shall, in its sole discretion, establish and publish all schedules for the Covered Aircraft (such scheduled flights, together with Charter FlightsFlights and ferry flights required to accommodate such scheduled flights and Charter Flights or otherwise made at Continental’s request, referred to herein as “Scheduled Flights”), including determining the city- city-pairs served, frequencies, utilization and timing of scheduled arrivals and departures, and shall, in its sole discretion, make all determinations regarding the establishment and scheduling of any flights other than Scheduled Charter Flights; provided that such schedules shall be subject to Reasonable Operating Constraints and Conditions provided further, that one of the Covered Aircraft shall be an operational spare and the provisions of this Section 2.1; and provided further that Contractor shall operate all Charter Flights in accordance with the provisions set forth on Exhibit P; and provided further that not be scheduled for Scheduled Flights may include flights from (except when needed as a maintenance base spare aircraft and except as otherwise elected by Continental, provided that, in connection with such election Continental and Contractor have first agreed to any Applicable Airport or from one Hub Airport appropriate modification to another Hub Airportthe Benchmark Controllable Cancellation Number). United Continental shall also be entitled, in its sole discretion and at any time prior to takeoff, to direct Contractor to delay or cancel a Scheduled Flight, including without limitation for delays and cancellations that are ATC or weather related, and Contractor shall take all necessary action to give effect to any such direction. Except as otherwise provided in Contractor and Continental shall meet monthly (but not later than the last sentence fourth Friday of this Section 2.1(c), any Scheduled Flight canceled at United’s direction shall be coded in accordance with United’s standard practices as an Uncontrollable Cancelation each calendar month) to review the planned flight schedules for all purposes hereunder. Contractor shall be entitled to make such maintenance, ferry and repositioning flights as may be required to facilitate the proper maintenance of the Covered Aircraft or to accommodate for each of the Scheduled Flightsnext three months. At least sixty (60) calendar days prior to the first day of each month to which a proposed Final Monthly Schedule relatessuch meeting, United Continental shall present a planned flight schedule for such monththe Covered Aircraft for each of the next three months, together with including a proposed Final Monthly Schedule for the following two (2) months (the “Initial Proposed Monthly Schedule”)next calendar month. In additionAt such meeting, United may from time to time submit to Contractor a schedule of proposed block hours for future periods and request confirmation from Contractor as to its availability to operate the Covered Aircraft for such number of block hours, and Contractor shall respond in a timely manner to any such request (it being understood that, notwithstanding any such request or response, the Scheduled Flights shall operate in accordance with the applicable Final Monthly Schedule). United Continental shall review and consider any changes to the planned flight schedule for the Covered Aircraft, including the Initial Proposed proposed Final Monthly Schedule, suggested by Contractor. Not later than forty-five (45) calendar days three Business Days prior to the beginning of the each calendar month to which a proposed Final Monthly Schedule relatesmonth, United Continental will deliver to Contractor the Final Monthly Schedule. Following such monthly meetings and delivery of the Final Monthly Schedule, however, United Continental may make such adjustments to such the proposed Final Monthly Schedule as it deems appropriate (subject to Reasonable Operating Constraints and ConditionsConstraints); provided that such adjustments by United shall not require more flight crew resources to operate the Final Monthly Schedule, based on reasonable flight crew requirements, than the flight crew resources that would have been necessary to operate the Initial Proposed Monthly Schedule. In addition, if, after such delivery of the Final Monthly Schedule, United decides to adjust the Final Monthly Schedule by removing a flight either (x) at Contractor’s request or (y) because United reasonably determines, in good faith, that (I) (after having consulted directly with a designated point of contact with Contractor in an effort to resolve any concerns regarding Contractor’s ability to perform) such flight would have resulted in a Controllable Cancellation and (II) Contractor has not acted in accordance with, or complied with United Express’s standard and/or customary operating policy and/or past practices in promptly and accurately, to the best of its knowledge, notifying United of Contractor’s ability to perform such flight, then, in each case of clause (x) and (y), notwithstanding the removal of such flight from the Final Monthly Schedule, such flight shall be deemed to have resulted in a Controllable Cancellation for all purposes hereunder.

Flight Schedules. United Continental shall, in its sole discretion, establish and publish all schedules for the Covered Aircraft (such scheduled flights, together with Charter FlightsFlights and ferry flights required to accommodate such scheduled flights and Charter Flights (excluding ferry flights resulting from Permitted Charters) or otherwise made at Continental’s request, referred to herein as “Scheduled Flights”), including determining the city- city-pairs served, frequencies, utilization and timing of scheduled arrivals and departures, and shall, in its sole discretion, make all determinations regarding the establishment and scheduling of any flights other than Scheduled Charter Flights; provided that such schedules shall be subject to Reasonable Operating Constraints and Conditions and the provisions of this Section 2.1; and provided further that Contractor shall operate all Charter Flights in accordance with the provisions set forth on Exhibit P; and provided further that Scheduled Flights may include flights from a maintenance base to any Applicable Airport or from one Hub Airport to another Hub AirportConstraints. United Continental shall also be entitled, in its sole discretion and at any time prior to takeoff, to direct Contractor to delay or cancel a Scheduled Flight, including without limitation for delays and cancellations that are ATC or weather related, and Contractor shall take all necessary action to give effect to any such direction. Except as otherwise provided in Contractor and Continental shall meet monthly (but not later than the last sentence fourth Friday of this Section 2.1(c), any Scheduled Flight canceled at United’s direction shall be coded in accordance with United’s standard practices as an Uncontrollable Cancelation each calendar month) to review the planned flight schedules for all purposes hereunder. Contractor shall be entitled to make such maintenance, ferry and repositioning flights as may be required to facilitate the proper maintenance of the Covered Aircraft or to accommodate for each of the Scheduled Flightsnext six months. At least sixty (60) calendar days prior to the first day of each month to which a proposed Final Monthly Schedule relatessuch meeting, United Continental shall present a planned flight schedule for such monththe Covered Aircraft for each of the next six months, together with including a proposed Final Monthly Schedule for the following two (2) months (the “Initial Proposed Monthly Schedule”)next calendar month. In additionAt such meeting, United may from time to time submit to Contractor a schedule of proposed block hours for future periods and request confirmation from Contractor as to its availability to operate the Covered Aircraft for such number of block hours, and Contractor shall respond in a timely manner to any such request (it being understood that, notwithstanding any such request or response, the Scheduled Flights shall operate in accordance with the applicable Final Monthly Schedule). United Continental shall review and consider any changes to the planned flight schedule for the Covered Aircraft, including the Initial Proposed proposed Final Monthly Schedule, suggested by Contractor. Not later than forty-five (45) calendar days three Business Days prior to the beginning of the each calendar month to which a proposed Final Monthly Schedule relatesmonth, United Continental will deliver to Contractor the Final Monthly Schedule. Following such monthly meetings and delivery of the Final Monthly Schedule, however, United Continental may make such adjustments to such the proposed Final Monthly Schedule as it deems appropriate (subject to Reasonable Operating Constraints and ConditionsConstraints); provided that such adjustments by United shall not require more flight crew resources to operate the Final Monthly Schedule, based on reasonable flight crew requirements, than the flight crew resources that would have been necessary to operate the Initial Proposed Monthly Schedule. In addition, if, after such delivery of the Final Monthly Schedule, United decides to adjust the Final Monthly Schedule by removing a flight either (x) at Contractor’s request or (y) because United reasonably determines, in good faith, that (I) (after having consulted directly with a designated point of contact with Contractor in an effort to resolve any concerns regarding Contractor’s ability to perform) such flight would have resulted in a Controllable Cancellation and (II) Contractor has not acted in accordance with, or complied with United Express’s standard and/or customary operating policy and/or past practices in promptly and accurately, to the best of its knowledge, notifying United of Contractor’s ability to perform such flight, then, in each case of clause (x) and (y), notwithstanding the removal of such flight from the Final Monthly Schedule, such flight shall be deemed to have resulted in a Controllable Cancellation for all purposes hereunder.

Flight Schedules. (i) Subject to the terms and conditions of this Agreement, including, but not limited to, Sections 2.01(b)(ii), 2.01(b)(iii) and 8.04, United shall, in its sole discretion, establish and publish all schedules for the Covered Aircraft (such scheduled flights, together with Charter Flights, flights otherwise made at United’s request, Maintenance Flights and any flights using Spare Aircraft, referred to herein collectively as “Scheduled Flights”), including determining the city- city-pairs served, frequencies, utilization and timing of scheduled arrivals and departures, and shall, in its sole discretion, make all determinations regarding the establishment and scheduling of any flights other than Scheduled Flights; provided provided, that such schedules shall be subject to Reasonable Operating Constraints and Conditions and Conditions, it being understood for the avoidance of doubt, however, that, in anticipation of the removal of aircraft from the capacity purchase provisions of this Agreement, aircraft shall be removed from scheduled service in compliance with the provisions of this Section 2.1Annex B to each of the Covered Aircraft Subleases (the form of which is attached hereto as Exhibit B); and provided further that Contractor shall operate all Charter Flights in accordance with the provisions set forth on Exhibit P; and provided further that Scheduled Flights may include flights from a maintenance base to any Applicable Airport or from one Hub Airport to another Hub Airport. O. United shall also be entitled, in its sole discretion and at any time prior to takeoff, to direct Contractor to delay or cancel a Scheduled Flight, including without limitation for delays and cancellations that are ATC or weather related, and Contractor shall take all necessary action to give effect to any such direction. Except as otherwise provided in Not later than the last sentence of this Section 2.1(c), any Scheduled Flight canceled at United’s direction shall be coded in accordance with United’s standard practices as an Uncontrollable Cancelation for all purposes hereunder. Contractor shall be entitled to make such maintenance, ferry and repositioning flights as may be required to facilitate the proper maintenance of the Covered Aircraft or to accommodate the Scheduled Flights. At least sixty (60) calendar days prior to the first day fourth Wednesday of each month to which a proposed Final Monthly Schedule relatescalendar month, United shall present provide Contractor with a planned flight schedule for such monththe Covered Aircraft (other than Spare Aircraft), together with a proposed Final Monthly Schedule taking into account Reasonable Operating Constraints and Conditions, for each of the following two (2) next four months (the “Initial Proposed Monthly Schedule”). In additionOn the fourth Friday of each calendar month, Contractor and United may from time shall meet to time submit to Contractor a schedule of proposed block hours for future periods and request confirmation from Contractor as to its availability to operate review the Covered Aircraft for Proposed Schedule. At such number of block hoursmeeting, and Contractor shall respond in a timely manner to any such request (it being understood that, notwithstanding any such request or response, the Scheduled Flights shall operate in accordance with the applicable Final Monthly Schedule). United shall review and consider any changes to the planned flight schedule for the Covered Aircraft, including the Initial Proposed Monthly Schedule, Schedule suggested by Contractor. Not later than forty-five (45) calendar days Business Days prior to the beginning of each calendar month, or, if later, the calendar month to which a proposed Final Monthly Schedule relatesday after such meeting, United will deliver to Contractor the Final Monthly Schedule. Following such monthly meetings, delivery of the Final Monthly ScheduleSchedule and consideration by United of such changes to the Proposed Schedule as suggested by Contractor, however, United may make such adjustments to such the proposed Final Monthly Schedule as it deems appropriate (subject to Reasonable Operating Constraints and Conditions); provided that such adjustments by United shall not require more flight crew resources to operate the Final Monthly Schedule, based on reasonable flight crew requirements, than the flight crew resources that would have been necessary to operate the Initial Proposed Monthly Schedule. In addition, if, after such delivery of the Final Monthly Schedule, United decides to adjust the Final Monthly Schedule by removing a flight either (x) at Contractor’s request or (y) because United reasonably determines, in good faith, that (I) (after having consulted directly with a designated point of contact with Contractor in an effort to resolve any concerns regarding Contractor’s ability to perform) such flight would have resulted in a Controllable Cancellation and (II) Contractor has not acted in accordance with, or complied with United Express’s standard and/or customary operating policy and/or past practices in promptly and accurately, to the best of its knowledge, notifying United of Contractor’s ability to perform such flight, then, in each case of clause (x) and (y), notwithstanding the removal of such flight from the Final Monthly Schedule, such flight shall be deemed to have resulted in a Controllable Cancellation for all purposes hereunder.

Flight Schedules. United Subject to the terms and conditions of this Agreement, Continental shall, in its sole discretion, establish and publish all schedules for the Covered Aircraft (such scheduled flights, together with Charter Flightsflights otherwise made at Continental’s request, Maintenance Flights and any flights using Spare Aircraft, referred to herein collectively as “Scheduled Flights”), including determining the city- city-pairs served, frequencies, utilization and timing of scheduled arrivals and departures, and shall, in its sole discretion, make all determinations regarding the establishment and scheduling of any flights other than Scheduled Flights; provided provided, that such schedules shall be subject to Reasonable Operating Constraints and Conditions and the provisions of this Section 2.1; and provided further that Contractor shall operate all Charter Flights in accordance with the provisions set forth on Exhibit P; and provided further that Scheduled Flights may include flights from a maintenance base to any Applicable Airport or from one Hub Airport to another Hub AirportConditions. United Continental shall also be entitled, in its sole discretion and at any time prior to takeoff, to direct Contractor to delay or cancel a Scheduled Flight, including without limitation for delays and cancellations that are ATC or weather related, and Contractor shall take all necessary action to give effect to any such direction. Except as otherwise provided in Not later than the last sentence of this Section 2.1(c), any Scheduled Flight canceled at United’s direction shall be coded in accordance with United’s standard practices as an Uncontrollable Cancelation for all purposes hereunder. Contractor shall be entitled to make such maintenance, ferry and repositioning flights as may be required to facilitate the proper maintenance of the Covered Aircraft or to accommodate the Scheduled Flights. At least sixty (60) calendar days prior to the first day fourth Wednesday of each month to which a proposed Final Monthly Schedule relatescalendar month, United Continental shall present provide Contractor with a planned flight schedule for such monththe Covered Aircraft (other than Spare Aircraft), together with a proposed Final Monthly Schedule taking into account Reasonable Operating Constraints and Conditions, for each of the following two (2) next four months (the “Initial Proposed Monthly Schedule”). In additionOn the fourth Friday of each calendar month, United may from time Contractor and Continental shall meet to time submit to Contractor a schedule of proposed block hours for future periods and request confirmation from Contractor as to its availability to operate review the Covered Aircraft for Proposed Schedule. At such number of block hoursmeeting, and Contractor shall respond in a timely manner to any such request (it being understood that, notwithstanding any such request or response, the Scheduled Flights shall operate in accordance with the applicable Final Monthly Schedule). United Continental shall review and consider any changes to the planned flight schedule for the Covered Aircraft, including the Initial Proposed Monthly Schedule, Schedule suggested by Contractor. Not later than forty-five (45) calendar days Business Days prior to the beginning of each calendar month, or, if later, the calendar month to which a proposed Final Monthly Schedule relatesday after such meeting, United Continental will deliver to Contractor the Final Monthly Schedule. Following such monthly meetings, delivery of the Final Monthly ScheduleSchedule and consideration by Continental of such changes to the Proposed Schedule as suggested by Contractor, however, United Continental may make such adjustments to such the proposed Final Monthly Schedule as it deems appropriate (subject to Reasonable Operating Constraints and Conditions); provided that such adjustments by United shall not require more flight crew resources to operate the Final Monthly Schedule, based on reasonable flight crew requirements, than the flight crew resources that would have been necessary to operate the Initial Proposed Monthly Schedule. In addition, if, after such delivery of the Final Monthly Schedule, United decides to adjust the Final Monthly Schedule by removing a flight either (x) at Contractor’s request or (y) because United reasonably determines, in good faith, that (I) (after having consulted directly with a designated point of contact with Contractor in an effort to resolve any concerns regarding Contractor’s ability to perform) such flight would have resulted in a Controllable Cancellation and (II) Contractor has not acted in accordance with, or complied with United Express’s standard and/or customary operating policy and/or past practices in promptly and accurately, to the best of its knowledge, notifying United of Contractor’s ability to perform such flight, then, in each case of clause (x) and (y), notwithstanding the removal of such flight from the Final Monthly Schedule, such flight shall be deemed to have resulted in a Controllable Cancellation for all purposes hereunder.