0001341004-09-001736 Sample Contracts

AGREEMENT OF JOINT FILING
Agreement of Joint Filing • August 10th, 2009 • TPG Advisors V, Inc. • Air transportation, scheduled

This joint filing agreement (this “Agreement”) is made and entered into as of this 3rd day of July 2008, by and among TPG Advisors II, Inc., TPG Advisors III, Inc., TPG Advisors IV, Inc., TPG Advisors V, Inc., TPG Advisors VI, Inc., T3 Advisors II, Inc., Tarrant Advisors, Inc., Tarrant Capital Advisors, Inc., TPG Asia Advisors II, Inc., TPG Asia Advisors V, Inc., TPG Olympic Advisors, Inc., David Bonderman and James G. Coulter.

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REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 10th, 2009 • TPG Advisors V, Inc. • Air transportation, scheduled • New York

This Registration Rights Agreement (this “Agreement”) is made as of July 31, 2009, by and among TPG Mdiwest US V, LLC and TPG Midwest International V, LLC (each, a “TPG Entity” and, together the “TPG Entities”), and Republic Airways Holdings Inc., a Delaware corporation (the “Company”).

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