Amendment No. 18 to Inventory Support & Services Agreement

Exhibit 10.33

Amendment No. 18

to

Inventory Support & Services Agreement

This Amendment No. 18 (“Amendment”) to the Inventory Support & Services Agreement between Delta Air Lines, Inc (“Delta”) and MN Airlines, LLC (“MN Airlines”) dated both October 8, 2003 and October 27, 2003, (as amended, the “Agreement”), shall be effective as of May 15, 2019 (“Effective Date”).

WHEREAS, the parties have entered into the Agreement for the provision of certain maintenance services to MN Airlines; and

WHEREAS, the parties wish to amend the Agreement;

NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree to amend the Agreement as follows:

1. All capitalized terms used herein but not defined shall have the meaning ascribed to them in the Agreement.

2. Annex A1 is hereby deleted in its entirety and replaced with a new Annex A1, which is attached hereto as Attachment 1.

3. Except as amended by this Amendment, all other provisions of the Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by their duly authorized representatives as of the Effective Date.

MN AIRLINES, LLC dba Sun Country Airlines						DELTA AIR LINES, INC.
By:		/s/ Xxxxx Xxxxxx				By:		/s/ Xxxxx Xxxxx
Name:		Xxxxx Xxxxxx				Name:		Xxxxx Xxxxx
Title:		Senior Director Aircraft Maintenance & Engineering				Title:		MD MRO Services

Attachment 1 to Amendment

ANNEX A1

Description of Aircraft

Registration #		Serial Number		Date of Manufacture		Effective Date for Additional Aircraft
N710SY		30241		Dec-2001
N711SY		30245		Jan-2002
N713SY		30635		Nov-2000
N716SY		30629		Dec-2001
N801SY		30332		Feb-2001
N804SY		30689		Aug-2001
N805SY		30032		Nov-2001
N808SY		33021		Mar-2005
N809SY		30683		Mar-2005
N813SY		28237		Feb-2001
N814SY		30620		Oct-2001
N815SY		30623		May-2002
N816SY		30637		Mar-2001
N817SY		30392		Apr-2001
N819SY		34254		Mar-2006
N820SY		39951		Nov-2014
N821SY		39952		Dec-2014
N822SY		33017		Oct-2004
N823SY		33971		Dec-2001
N824SY		33976		Jun-2005
N825SY		34410		April 2006
N826SY		34411		May 2006
N827SY		34412		May 2006
N828SY		34413		June 2006
N829SY		34414		June 2006
N830SY		28249		May 2002
N831SY		30706		August 2001
N832SY		40243		March 2011		May 17, 2019
N833SY		40244		April 2011		May 23, 2019
N834SY		40245		May 2011		June 23, 2019

In the event MN Airlines adds an additional aircraft to the fleet of Aircraft, that is reasonably determined by Delta to cause a material increase to Delta’s cost to provide the Services (as measured on a per Aircraft basis), Delta reserves the right to adjust the PBTH Rate for that particular additional aircraft upon thirty (30) days’ advance written notice. During such thirty (30) day notice period, upon request from MN Airlines, the parties shall negotiate in good faith to determine an alternative way of compensating Delta for the increase in cost caused by the particular additional Aircraft (such as a one-time payment from MN Airlines), provided that if mutual agreement on such alternative is not reached by the parties, the increased rate shall go into effect as one of the end of such thirty (30) day period for that particular aircraft.