Common use of Margin Cap Clause in Contracts

Margin Cap. Within sixty (60) days after the end of each calendar year during the Term, Operator shall provide Delta a certificate (the “Margin Certificate”) signed on behalf of Operator by its chief financial officer, that states the actual total margin that Operator earned on operating the Delta Connection Flights (and any charter operations pursuant to Section 1(C) hereof) (the “Actual Margin”) during such calendar year. Such Margin Certificate shall include an exhibit that fully sets forth Operator’s calculation of its Actual Margin and certify to the accuracy of the Actual Margin. Actual Margin for any given calendar year shall be determined, on a pre-tax basis, by subtracting Operator’s aggregate actual Direct Costs incurred to operate the Delta Connection Flights (and any charter operations pursuant to Section I (C) hereof) for such calendar year from the total payments (the “Total Payments”) made by Delta to Operator for such Delta Connection Flights for such year, including any and all Base M▇▇▇-up, Monthly Incentive Compensation and Semi-Annual Compensation, and dividing such difference by the Total Payments. In the event that Operator’s Actual Margin is greater than [*] percent ([*]%), Operator shall pay Delta an amount equal to the amount necessary to reduce the Total Payments such that the Actual Margin for such calendar year will equal [*]%. Any payment made pursuant to this * Confidential Treatment Requested

Margin Cap. Within sixty (60) days after the end of each calendar year during the Term, Operator shall provide Delta a certificate (the “Margin Certificate”) signed on behalf of Operator by its chief financial officer, that states the actual total margin that Operator earned on operating the Delta Connection Flights (and any charter operations pursuant to Section 1(C) hereof) (the “Actual Margin”) during such calendar year. Such Margin Certificate shall include an exhibit that fully sets forth Operator’s calculation of its Actual Margin and certify to the accuracy of the Actual Margin. Actual Margin for any given calendar year shall be determined, on a pre-tax * Confidential Treatment Requested basis, by subtracting Operator’s aggregate actual Direct Costs incurred to operate the Delta Connection Flights (and any charter operations pursuant to Section I 1 (C) hereof) for such calendar year from the total payments (the “Total Payments”) made by Delta to Operator for such Delta Connection Flights for such year, including any and all Base M▇▇▇-up, Monthly Incentive Compensation and Semi-Annual Compensation, and dividing such difference by the Total Payments. In the event that Operator’s Actual Margin is greater than [*] percent ([*]%), Operator shall pay Delta an amount equal to the amount necessary to reduce the Total Payments such that the Actual Margin for such calendar year will equal [*]%. Any payment made pursuant to this * Confidential Treatment RequestedSection 3. F. shall be made within thirty (30) days of Delta receiving the Margin Certificate.

Margin Cap. Within sixty (60) days after the end of each calendar year during the Term, Operator shall provide Delta a certificate (the “Margin Certificate”) signed on behalf of Operator by its chief financial officer, that states the actual total margin that Operator earned on operating the Delta Connection Flights (and any charter operations pursuant to Section 1(C) hereof) (the “Actual Margin”) during such calendar year, as calculated below. Such Margin Certificate shall include an exhibit that fully sets forth Operator’s calculation of its Actual Margin and certify to the accuracy of the Actual Margin. Actual Margin for any given calendar year shall be determined, on a pre-tax basis, by subtracting (y) Operator’s aggregate actual Direct Costs incurred to operate the Delta Connection Flights (and any charter operations pursuant to Section I (C) hereof) for such calendar year year, excluding all Pass Through Costs for (i) Aircraft Debt Service and (ii) Engine Maintenance from (z) the total payments (the “Total Payments”) made by Delta to Operator for such Delta Connection Flights for such year, including any and all Base M▇▇▇▇-up, Monthly Incentive Compensation and Semi-Annual Compensation, excluding (i) any credits Operator receives as a result of any Cost Savings Initiative or Delta Sourcing Initiative pursuant to Section 3(G) below, (ii) all payments from Delta to reimburse Operator its Pass Through Costs for (a) Aircraft Debt Expense and (b) Heavy engine maintenance and other maintenance reserves (the “Total Payments”), and dividing such difference by the Total Payments. In the event that Operator’s Actual Margin is greater than [*] percent ([**]%), Operator shall pay Delta an amount equal to the amount necessary to reduce the Total Payments such that the Actual Margin for such calendar year will equal [***]%. Any payment made pursuant to this * Confidential Treatment RequestedSection 3(F) shall be made within thirty (30) days of Delta receiving the Margin Certificate.