COMMON STOCK PURCHASE WARRANT To Purchase Shares of Common Stock of GULFSTREAM INTERNATIONAL GROUP, INC.Gulfstream International Group Inc • September 8th, 2010 • Air transportation, scheduled
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, SAH-VUL Strategic Partners I, LLC, a Florida limited liability company, or its registered assigns (the “Holder”), is entitled, upon the terms and subject to the conditions hereinafter set forth, at any time on or after the date hereof (the “Issuance Date”) and on or prior to the close of business on the fifth anniversary of the Issuance Date (the “Termination Date”) to purchase up to 500,000 shares (the “Warrant Shares”) of common stock, par value $0.01 per share (the “Common Stock”), of Gulfstream International Group, Inc., a Delaware corporation (the “Company”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 5th, 2010 • Gulfstream International Group Inc • Air transportation, scheduled • New York
This Registration Rights Agreement (this "Agreement") is made and entered into as of March 31, 2010, by and among GULFSTREAM INTERNATIONAL GROUP, INC. (the “Company”), and the purchasers set forth on the signature pages annexed hereto (the "Purchaser").
Gulfstream International Group, Inc. Common Stock (Par Value $0.01 Per Share) Underwriting AgreementUnderwriting Agreement • November 16th, 2007 • Gulfstream International Group Inc • Air transportation, scheduled • New York
Gulfstream International Group, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 1,200,000 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 180,000 additional shares (the “Optional Shares”) of common stock, par value $0.01 per share of the Company (the “Stock”). The Firm Shares and the Optional Shares that the Underwriters may elect to purchase pursuant to Section 2 are collectively called the “Shares.” Taglich Brothers Inc. is acting as representative of the Underwriters and in such capacity is hereinafter referred to as the “Representative.”
ContractGulfstream International Group Inc • April 5th, 2010 • Air transportation, scheduled • New York
THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR THE ISSUER SHALL HAVE RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE ISSUER THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
GULFSTREAM INTERNATIONAL GROUP, INC. WARRANT FOR THE PURCHASE OF COMMON STOCKWarrant • November 16th, 2007 • Gulfstream International Group Inc • Air transportation, scheduled • New York
This WARRANT (this “Warrant”) of Gulfstream International Group, Inc., a Delaware corporation (the “Company”), is being issued pursuant to that certain Underwriting Agreement, dated as of [ ], 2007, by and between the Company and Taglich Brothers, Inc., as representative of the several underwriters (the “Underwriters”) relating to a firm commitment public offering (the “Offering”) of 1,200,000 shares of common stock, par value $0.001 per share (the “Common Stock”), of the Company underwritten by the Underwriters.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 5th, 2010 • Gulfstream International Group Inc • Air transportation, scheduled • New York
This Registration Rights Agreement (this "Agreement") is made and entered into as of February 26, 2010, by and among GULFSTREAM INTERNATIONAL GROUP, INC. (the “Company”), and the purchaser set forth on the signatures pages hereto (the "Purchaser").
OFFICE SPACE LEASE LANDLORD EYW HOLDINGS, INC. TENANT GULFSTREAM TRAINING ACADEMY, INC. LOCATION 3201 WEST GRIFFIN ROAD DANIA, FLORIDA 33312Office Space Lease • July 5th, 2007 • Gulfstream International Group Inc • Florida
THIS INDENTURE made this 1st day of August, 2005, between GULFSTREAM TRAINING ACADEMY, INC. having an address of 5302 NW 21st Terrace, Ft. Lauderdale, FL 33309 (“Tenant”) and EYW Holdings, Inc., a Florida corporation, having an address of 1815 Griffin Road, Suite 400, Dania, FL 33004, (“Landlord”):
CODESHARE AGREEMENTFrequent Flyer Agreement • December 4th, 2007 • Gulfstream International Group Inc • Air transportation, scheduled • Minnesota
THIS CODESHARE AGREEMENT (the “Agreement”) is made as of this 11th day of February, 2000, by and between NORTHWEST AIRLINES, INC., a Minnesota corporation with its principal office at 5101 Northwest Drive, St. Paul, Minnesota 55111-3034 (“Northwest”), and GULFSTREAM INTERNATIONAL AIRLINES, INC., a Florida corporation with its principal office at 1815 Griffin Road, Suite 400, Dania, Florida 33004 (“Gulfstream”).
AMENDMENT TO PUT OPTION AGREEMENTPut Option Agreement • March 5th, 2010 • Gulfstream International Group Inc • Air transportation, scheduled
This Amendment to Put Option Agreement (the “Amendment”) dated as of February 26, 2010, by and among Gulfstream International Group, Inc., a corporation organized under the laws of the State of Delaware (“Company”) and Shelter Island Opportunity Fund, LLC (together with its permitted assigns, the “Holder”).
CONSULTANT AGREEMENT MODIFICATION BETWEENLease Agreement • December 4th, 2007 • Gulfstream International Group Inc • Air transportation, scheduled • Florida
This supplemental agreement modifies the referenced Used Beechcraft 1900D Airliner Operating Lease Agreement as follows:
ContractSubcontract Agreement • December 4th, 2007 • Gulfstream International Group Inc • Air transportation, scheduled • Florida
Confidential treatment has been requested with respect to certain portions of this exhibit. Omitted portions have been filed separately with the Securities and Exchange Commission.
ContractSecurity Agreement • September 8th, 2010 • Gulfstream International Group Inc • Air transportation, scheduled • Florida
NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS. THIS SECURITY AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT WITH A REGISTERED BROKER-DEALER OR OTHER LOAN WITH A FINANCIAL INSTITUTION THAT IS AN “ACCREDITED INVESTOR” AS DEFINED IN RULE 501(a) UNDER THE SECURITIES ACT OR OTHER LOAN SECURED BY SUCH SECURITIES.
AMENDED AND RESTATED ALLIANCE AGREEMENTAlliance Agreement • December 4th, 2007 • Gulfstream International Group Inc • Air transportation, scheduled
Effective with the date specified in Paragraph B below, Continental Airlines, hereinafter referred to as CO, and Gulfstream International Airlines, hereinafter referred to as 3M, agree to the following bilateral revenue settlement agreement:
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • July 5th, 2007 • Gulfstream International Group Inc
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of this 14th day of March, 2006 (the “Effective Date”), between GULFSTREAM INTERNATIONAL AIRLINES, INC., a Florida corporation, whose principal place of business is 3201 Griffin Road, 4th Floor, Ft. Lauderdale, Florida 33312 and any of its successors or affiliated companies (collectively, the “Company”) and DAVID HACKETT, an individual whose business address is 3201 Griffin Road, 4th Floor, Ft. Lauderdale, Florida 33312 (the “Executive”).
WAIVER, CONSENT AND INTERCREDITOR AGREEMENTWaiver, Consent and Intercreditor Agreement • March 5th, 2010 • Gulfstream International Group Inc • Air transportation, scheduled • New York
THIS WAIVER, CONSENT, AND INTERCREDITOR AGREEMENT is entered into the 26th day of February 2010 (this “Agreement”) by and among TAGLICH BROTHERS, INC., as collateral agent (the “Collateral Agent”) for the Purchasers listed on Exhibit A to the “Taglich Debt Documents” (as hereinafter defined), with an address of 275 Madison Avenue, Suite 1618, New York, NY 10016 (with the Collateral Agent, individually and collectively, the “Senior Creditor”); SHELTER ISLAND OPPORTUNITY FUND, LLC, a Delaware limited liability company with a place of business, c/o RAM Capital Resources, LLC, at 535 Fifth Avenue, 25th floor, New York, NY 10017 (“Shelter Island”), and GULFSTREAM INTERNATIONAL GROUP, INC., a Delaware corporation with a place of business at 3201 Griffin Road, Ft. Lauderdale, Florida 33312 (“Gulfstream” or the “Debtor”).
OMNIBUS AMENDMENT TO GUARANTY AGREEMENTSGuaranty Agreements • March 5th, 2010 • Gulfstream International Group Inc • Air transportation, scheduled
This Omnibus Amendment to Guaranty Agreements (the “Amendment”) dated as of February 26, 2010, is made by Gulfstream Connection, Inc., a Florida corporation (“GCI”), Gulfstream International Airlines, Inc., a Florida corporation (“GIA”), Gulfstream Training Academy, Inc., a Florida corporation (“GTA”) and GIA Holdings Corp., a Delaware corporation (“Holdings”, and collectively and individually with GCI, GIA and GTA, the “Guarantor” or the “Guarantors”)) for the benefit of Shelter Island Opportunity Fund, LLC (together with its permitted assigns, the “Purchaser”).
SECURITY AGREEMENTSecurity Agreement • March 5th, 2010 • Gulfstream International Group Inc • Air transportation, scheduled • New York
THIS SECURITY AGREEMENT (this “Security Agreement”), dated as of February 26, 2010, is made by GULFSTREAM INTERNATIONAL GROUP, INC., a Delaware corporation (“Gulfstream”) and TAGLICH BROTHERS, INC., as agent for each and every Purchaser under the Purchase Agreement (in such capacity, “Secured Party”) and the subsidiaries of Gulfstream that are signatories hereto (collectively, the “Guarantors”). Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below.
GULFSTREAM ACQUISITION GROUP, INC. STOCK INCENTIVE PLANGulfstream International Group Inc • July 5th, 2007 • Delaware
FORBEARANCE AGREEMENT AND AMENDMENT TO DEBENTUREForbearance Agreement And • March 5th, 2010 • Gulfstream International Group Inc • Air transportation, scheduled • New York
This Forbearance Agreement and Amendment to Debenture (the “Agreement”) is entered into this 26th day of February, 2010 by and between Gulfstream International Group, Inc., a Delaware corporation (“Company”) and Shelter Island Opportunity Fund, LLC (“Holder”).
AIRCRAFT LEASE AGREEMENT Dated as of October 28, 2004 BETWEEN GULFSTREAM INTERNATIONAL AIRLINES, INC. as Lessee and MESA AIRLINES INC. as LessorAircraft Lease Agreement • December 4th, 2007 • Gulfstream International Group Inc • Air transportation, scheduled • Florida
This AIRCRAFT LEASE AGREEMENT is dated as of October 28, 2004 (this “Agreement”) and is made between MESA AIRLINES, INC., a Nevada corporation, as lessor (“Lessor”) and GULFSTREAM INTERNATIONAL AIRLINES, INC., a Florida corporation, as lessee (“Lessee”).
PURCHASE AGREEMENTPurchase Agreement • March 5th, 2010 • Gulfstream International Group Inc • Air transportation, scheduled • New York
THIS PURCHASE AGREEMENT FOR SENIOR SECURED NOTES AND WARRANTS (the “Agreement”) is dated as of February 26, 20010 by and among Gulfstream International Group, Inc., a Delaware corporation (the “Company”), and of the Purchasers of the Senior Secured Notes and Warrants of the Company whose names are set forth on Exhibit A hereto (individually, a “Purchaser” and collectively, the “Purchasers”).
USED BEECHCRAFT 1900D AIRLINER OPERATING LEASE AGREEMENT between RAYTHEON AIRCRAFT CREDIT CORPORATION and GULFSTREAM INTERNATIONAL AIRLINES, INC. LEASE AGREEMENT NO. ___ AIRCRAFT SERIAL NO. UE-137 DATE: AUGUST 7, 2003Operating Lease Agreement • December 4th, 2007 • Gulfstream International Group Inc • Air transportation, scheduled • Kansas
This Operating Lease Agreement (“Agreement”) is made and entered into at Wichita, Kansas, as of the date of its execution by the last of the parties hereto to execute the same, by and between RAYTHEON AIRCRAFT CREDIT CORPORATION, a Kansas corporation, with its principal place of business at 101 South Webb Road, Suite 300, Wichita, Kansas 67207 (hereafter “Lessor”), and GULFSTREAM INTERNATIONAL AIRLINES, INC., a Florida corporation, with its principal place of business at 1815 Griffin Road, Suite 400, Dania, Florida 33004 (“Lessee”). This Lease Agreement shall hereinafter be occasionally referred to as the “Lease”.
SERIES A CONVERTIBLE PREFERRED STOCK PURCHASEConvertible Preferred Stock Purchase Agreement • April 5th, 2010 • Gulfstream International Group Inc • Air transportation, scheduled • New York
THIS SERIES A CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (the “Agreement”) is dated as of March 31, 20010 by and among Gulfstream International Group, Inc., a Delaware corporation (the “Company”), and each of the Purchasers of shares of Series A Convertible Preferred Stock of the Company whose names are set forth on Exhibit A hereto (individually, a “Purchaser” and collectively, the “Purchasers”).
First Amendment to Services AgreementServices Agreement • October 30th, 2007 • Gulfstream International Group Inc • Air transportation, scheduled • Florida
This First Amendment (the “First Amendment”) to Services Agreement (the “Agreement”) is entered into this 14th day of March, 2006 by and between Gulfstream Air Charter, Inc., a Florida corporation with a principal place of business at 3201 Griffin Road, 4th Floor, Dania Beach, FL 33312 (the “Cuban Air Charter”), and Gulfstream International Airlines, Inc., a Florida corporation with its principal place of business at 3201 Griffin Road, 4th Floor, Dania Beach, FL 33312 (“Gulfstream”). Except as otherwise set forth herein capitalized terms used herein shall have the meanings set forth in the Agreement.
GULFSTREAM INTERNATIONAL AIRLINES/UNITED AIRLINES CODE SHARE AND REGULATORY COOPERATION AGREEMENTConfidential Treatment • December 4th, 2007 • Gulfstream International Group Inc • Air transportation, scheduled • Illinois
This Agreement is made and entered into by and between UNITED AIR LINES, INC., with its principal place of business at 1200 East Algonquin Road, Elk Grove Township, Illinois 60007 (“UA”) and Gulfstream International Airlines, Inc., with its principal place of business at 1815 Griffin Road, Suite 400, Dania Beach, Florida 33004 (“3M”), each or both parties individually or collectively referred to as “Carrier” or “Carriers” respectively.
MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • July 5th, 2007 • Gulfstream International Group Inc • Delaware
THIS MANAGEMENT SERVICES AGREEMENT (this “Agreement”) is made and entered as of the 13th day of March, 2006, by and between WEATHERLY GROUP, LLC, a Delaware limited liability company (“Service Provider”) and GULFSTREAM ACQUISITION GROUP, INC., a Delaware corporation (the “Company”).
ContractConfidential Treatment • December 4th, 2007 • Gulfstream International Group Inc • Air transportation, scheduled • Ontario
Confidential treatment has been requested with respect to certain portions of this exhibit. Omitted portions have been filed separately with the Securities and Exchange Commission.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • July 5th, 2007 • Gulfstream International Group Inc • Florida
THIS EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 7th day of August, 2003 (the “Effective Date”), between Gulfstream International Airlines, Inc., a Florida corporation, whose principal place of business is 1815 Griffin Road, Suite 400, Dania, Florida, 33004 and any of its successors or affiliated companies (collectively (the “Company”) and Thomas P. Cooper, an individual whose business address is 1815 Griffin Rd., Suite 400, Dania, FL 33004 (the “Executive”).
BUILDING LEASE BETWEEN BROWARD COUNTY AND GULFSTREAM INTERNATIONAL AIRLINES, INC.Agreement of Lease • October 30th, 2007 • Gulfstream International Group Inc • Air transportation, scheduled • Florida
THIS AGREEMENT OF LEASE, made by and between BROWARD COUNTY, a political subdivision of the State of Florida, acting by and through its Board of County Commissioners (“County”), and Gulfstream international Airlines, Inc., a Florida corporation, having offices at Dania Beach, Florida (“Lessee”).
UNIT PURCHASE AGREEMENTUnit Purchase Agreement • February 2nd, 2010 • Gulfstream International Group Inc • Air transportation, scheduled • New York
This Unit Purchase Agreement ("Agreement"), is made and entered into as of the 29th day of January 2010 (the “Effective Date”) by and between GULFSTREAM INTERNATIONAL GROUP, INC., a Delaware corporation (the “Company”) having an executive office located at 3201 Griffin Road, 4th Floor, Fort Lauderdale, Florida 33312; and the Persons who have executed this Agreement on the Purchaser Signature Page (individually, the “Purchaser” and collectively, the “Purchasers”). The Company and each Purchaser is hereinafter sometimes referred to individually as a “Party” and the Company and all Purchasers are hereinafter sometimes referred to collectively as the “Parties.”
GULFSTREAM INTERNATIONAL AIRLINES/UNITED AIRLINES CODE SHARE AND REGULATORY COOPERATION AGREEMENTShare and Regulatory Cooperation Agreement • November 7th, 2007 • Gulfstream International Group Inc • Air transportation, scheduled • Illinois
This Agreement is made and entered into by and between UNITED AIR LINES, INC., with its principal place of business at 1200 East Algonquin Road, Elk Grove Township, Illinois 60007 (“UA”) and Gulfstream International Airlines, Inc., with its principal place of business at 1815 Griffin Road, Suite 400, Dania Beach, Florida 33004 (“3M”), each or both parties individually or collectively referred to as “Carrier” or “Carriers” respectively.
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • November 16th, 2007 • Gulfstream International Group Inc • Air transportation, scheduled • Florida
This Indemnification Agreement (this “Agreement”), dated as of November ___, 2007, is made by and between Gulfstream International Group, Inc., a Delaware corporation (the “Company”) and (the “Indemnitee”), an “agent” (as hereinafter defined) of the Company.
LOAN AGREEMENT dated as of December 29, 2005 between GULFSTREAM INTERNATIONAL AIRLINES, INC., as Borrower, and IRWIN UNION BANK AND TRUST COMPANY, as LenderLoan Agreement • July 5th, 2007 • Gulfstream International Group Inc • Utah
THIS LOAN AGREEMENT, dated as of December 29, 2005, is by and between Gulfstream International Airlines, Inc., a Florida corporation, as borrower (the “Borrower”), and Irwin Union Bank and Trust Company, as Lender (together with its successors and assigns, the “Lender”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 14th, 2008 • Gulfstream International Group Inc • Air transportation, scheduled • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into as of the 16th day of September, 2008, by and among GULSTREAM INTERNATIONAL GROUP, INC., a Delaware corporation (the “Company”), and GULFSTREAM FUNDING, LLC, a Delaware limited liability company (the “Investor”).
STOCK OPTION AGREEMENT GULFSTREAM ACQUISITION GROUP, INC.Stock Option Agreement • July 5th, 2007 • Gulfstream International Group Inc • Delaware
WHEREAS, the Board of Directors of the Company (“Board of Directors”) has adopted the Gulfstream Acquisition Group, Inc. Stock Incentive Plan (the “Plan”) pursuant to which options to purchase shares of the Common Stock of the Company may be granted to employees, directors and consultants of the Company, a parent or subsidiary, as such terms are defined in the Plan; and
