1
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AND SEPARATELY FILED WITH
THE SECURITIES AND EXCHANGE
COMMISSION.
EXHIBIT 10.1
ADDENDUM NO. 6 TO
MASTER AGREEMENT
FOR
AIR CHARTER TRANSPORTATION SERVICES
This Addendum extends and clarifies the Agreement dated June 4, 1990, between
KITTY HAWK CHARTERS, INC. and GENERAL MOTORS CORPORATION.
Kitty Hawk and GM agree to amend their Agreement dated June 4, 1990, by
extending the term through May 31, 2000. The term of this Agreement will
continue on a monthly basis thereafter, until terminated upon not less than
thirty (30) days written notice by either party.
Kitty Hawk and GM further agree to amend their agreement as follows:
Charter Aircraft Operator Selection, shall be clarified to include:
Air Charter Manager is encouraged to utilize aircraft owned by Air Charter
Manager affiliates up to a maximum of 70% of charter revenue or volume.
Manager will advise GM prior to acquiring any additional aircraft.
This agreement is further governed by the following Exhibits which superceed
any and all previous Exhibits associated with this contract.
Exhibit "A" - Domestic Aircraft and Accessorial Rates, effective Jenue 1, 1997
Exhibit "B" - Accessorial Charges, effective June 1, 1997
Exhibit "C" - Rules and Definitions, effective June 1, 1997
Exhibit "D" - Canadian Aircraft and Accessorial, effective 5-1-94.
GM will take a proactive roll in communicating Kitty Hawk charter routing
compliance to suppliers on prepaid shipments.
The parties agree the effective date of this Amendment will be the June 1, 0000
XXXXX XXXX CHARTERS, INC. GENERAL MOTORS CORPORATION
By: By:
---------------------------------- ----------------------------------
Xxxx X. Xxxxx Xxxxxx X. Xxxxxxxx
Title: Director Charter Operations Title: Director Material Transportation
Date: Date:
-------------------------------- --------------------------------
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AND SEPARATELY FILED WITH
THE SECURITIES AND EXCHANGE
COMMISSION.
AIR CHARTER TARIFF
(REVISED) Exhibit A
Eff. 6/1/97
MANAGED KITTY HAWK U.S. CANADA CREDIT
AIRCRAFT AIRCRAFT * MIN. * MIN. REPOSITION GROUND GROUND HOUSE
AIR CRAFT TYPE PER STAT. MI. PER STAT. MI. TRIP LEG CHARGE CHARGE CHARGE TRUCK
AZTEC
B-707
B-727-100
B-727-200
BANDEIRANTE
BARON
BEECH 18
BONANZA
CARAVAN
CASA
CESSNA 310
CESSNA 402
CESSNA 404
CV 640 & YS-11
CV 580
CV-240
CV-340/440
CV-600
DC-3 [BLACKED OUT]
DC-4 & DC-6
DC-8 LONG
DC-8 SHORT
DC-9
ELECTRA
FALCON 20
HANSA JET
JET COMM 1123
XXXX 23 & 24
XXXX 25
XXXX 35
LONG METRO
MU-2
NAVAJO
NAVAJOD
SENECA
SINGLE
SUPERSTAR
XXXXXX COMM
TURBINE 18
VOPAR BEECH
HELICOPTERS
JET RANGER
LONG RANGER
XXXX 222
AIRCRAFT AND HELICOPTERS NOT LISTED WILL BE BILLED ON A PASS THRU BASIS.
NO CHARGE FOR MILES IN EXCESS OF ROUND TRIP IN KITTY HAWK DC9 & CV AIRCRAFT
ALL CHARGES BY MEXICAN CARRIERS WILL BE ON PASS THRU BASIS
* WILL ONLY BE BILLED IF KITTY HAWK IS BILLED BY OPERATOR. COPY OF OPERATOR
XXXX WILL BE PROVIDED.
GROUND CHARGE INCLUDES LANDING FEE, LOAD, UNLOAD, PICKUP, AND DELIVERY.
CANADA GROUND CHARGE APPLIES TO ANY CHARTER TO or FROM CANADA
(See Exhibit D for Canadian registered aircraft rates)
6.25% WILL BE CHARGED ON DOMESTIC TRIPS TO COVER COST OF FEDERAL EXCISE TAX
3
Exhibit "B" (Revised)
June 1, 1997
ACCESSORIAL CHARGES - PASS-THRU
1. Trip Cancellation Fees.
2. International Fees.
3. De-Icing Charges
4. Build-up and Break-down Charges.
5. Waiting Time (Loading & Unloading)
4
Exhibit "C" (Revised)
June 1, 1997
RULES AND DEFINITIONS
I. GM AND KITTY HAWK APPLICATION
A. The Base Round Trip is defined as: From: The Pickup Point
To: The Destination
To: The Pickup Point
Note: Mileage to multiple pickup and drop off points will be added to
above calculation.
B. Cost Saver is defined as: Anything Less Than A Round Trip
C. Cost Saver Targets and Sharing Formula:
Cost Savings Targets will be evaluated bi-annually based on the
following goals and time lines.
----------------------- ------------------ --------------------
COST SAVINGS TARGETS: FROM DATE: TO DATE:
----------------------- ------------------ --------------------
14% June 1, 1997 December 31, 1997
----------------------- ------------------ --------------------
January 1, 1998 June 30, 1998
----------------------- ------------------ --------------------
16% July 1, 1998 December 31, 1998
----------------------- ------------------ --------------------
January 1, 1999 June 30, 1999
----------------------- ------------------ --------------------
18% July 1, 1999 December 31, 1999
----------------------- ------------------ --------------------
January 1, 2000 June 30, 2000
----------------------- ------------------ --------------------
Cost Saver Performance is the number of GM Cost Saver trips divided
by the total General Motor Trips.
The Cost Savings Net Change incentive is the Cost Saving Target minus
the Cost Saver Performance.
The Cost Saver Sharing Formula is:
If Net Change is a positive number, GM's cost savings percentage
is increased from a base of 65% by 2% for each 1% Net Change.
If Net Change is a negative number, Xxxxx Xxxx'x cost savings
percentage is increased from a base of 35% by 1% Net Change.
Incentive adjustments will become effective during the following
bi-annual period. At no time will the Kitty Hawk incentive adjustment
be greater than 45%.
Examples:
1. Saving Target is 14% and Xxxxx Xxxx'x performance is 12%.
GM's cost savings percentage is increased from 65% to 69%
and Xxxxx Xxxx'x cost savings percentage is decreased from
35% to 31%.
2. Saving Target is 14% and Xxxxx Xxxx'x performance is 16%.
GM's cost savings percentage is decreased from 65% to 63%
and Xxxxx Xxxx'x cost savings percentage is increased from
35% to 37%.
II. MULTIPLE CUSTOMER APPLICATION
A. Ferry Miles: Will be prorated to each plant based on the
loaded miles flown.
B. Aircraft Sharing: Plants will share equally in cost when sharing
the same aircraft.
NOTE: If aircraft size requirements are different, the plant requiring the
less expensive aircraft will be allocated cost based on one way miles of
the smaller plane. The plant requiring the larger aircraft will be
allocated the balance of the cost.
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AND SEPARATELY FILED WITH
THE SECURITIES AND EXCHANGE
COMMISSION.
EXHIBIT D (Revised)
Effective: 5/1/94
COST
PER CREDIT
STATUTE MIN MIN GROUND IN-HOUSE
AIRCRAFT TYPE MILE TRIP LEG CHARGE TRUCK
------------- ------- ---- --- ------ --------
AZTEC
BANDEIRANTE
BARON
BEECH 100
BEECH 18
CARAVAN
CASA
CESSNA 310
CESSNA 402
CESSNA 404
CESSNA CITATION
CV-240/340/440
CV 580/600/640 [BLACKED-OUT]
DC-3
DC-4 & DC-6
FALCON 10
FALCON 20
XXXX 23 & 24
XXXX 25
XXXX 35
METROLINER
MU-2
NAVAJO
SMALL SINGLE
TURBINE 18
LARGE AIRCRAFT:
DC-8, DC-9, 707
727, C130, L188
ALL OTHER AIRCRAFT AND HELICOPTERS WILL BE BILLED ON A PASS THRU BASIS.
* Will only be billed if Kitty Hawk is billed by Operator, copy of
Operator xxxx will be provided.
** Ground Charge includes Landing Fee, Load, Unload, Pickup, and
Delivery Charges.
VCC Charges will be billed monthly as Pass-Thru charges.
Canadian GST tax billed as Pass Thru charge when applicable.
