MUTUAL TERMINATION AGREEMENT AND RELEASEMutual Termination Agreement and Release • May 10th, 2010 • Air Transport Services Group, Inc. • Air courier services • New York
This Mutual Termination Agreement and Release, dated as of March 29, 2010 (this “Agreement”), is made among DPWN Holdings (USA), Inc., an Ohio corporation (“DPWN Holdings”), DHL Network Operations (USA), Inc., an Ohio corporation and a wholly owned subsidiary of DPWN Holdings (“Network Operations”), DHL Express (USA), Inc., an Ohio corporation and a wholly owned subsidiary of DPWN Holdings (“DHL Express”, and, together with DPWN Holdings, Network Operations and their affiliates, “DHL”), Air Transport Services Group, Inc., a Delaware corporation (“ATSG”), and ABX Air, Inc., a Delaware corporation and a wholly owned subsidiary of ATSG (“ABX”). Each of DPWN Holdings, Network Operations, DHL Express, ATSG and ABX shall be referred to herein as a “Party” and collectively as the “Parties”. Terms that appear in this Agreement with their initial letters capitalized and are not otherwise defined shall have the meanings assigned them in the ACMI Agreement (as defined below).
Those portions of this Agreement marked with an [*] have been omitted pursuant to a request for confidential treatment and have been filed separately with the SEC. AIR TRANSPORTATION SERVICES AGREEMENT BETWEEN ABX AIR, INC. AND DHL NETWORK OPERATIONS...Aircraft Lease Agreement • May 10th, 2010 • Air Transport Services Group, Inc. • Air courier services • New York
THIS AIR TRANSPORTATION SERVICES AGREEMENT (this “Agreement”), made as of this day of March, 2010, to commence effective March 31, 2010, by and between ABX AIR, INC., a Delaware corporation (“ABX”) and DHL NETWORK OPERATIONS (USA), INC., an Ohio corporation (“DHL”) (DHL and ABX may hereinafter each be referred to individually as a “Party” and collectively as the “Parties” from time to time);
THIS FORM OF AWARD AGREEMENT IS PART OF A PROSPECTUS COVERING SECURITIES THAT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AIR TRANSPORT SERVICES GROUP, INC. AMENDED AND RESTATED RESTRICTED STOCK AWARD AGREEMENT GRANTED TO [NAME] ON [DATE]Restricted Stock Award Agreement • May 10th, 2010 • Air Transport Services Group, Inc. • Air courier services • Ohio
This Award Agreement describes many features of your Award and the conditions you must meet before you may receive the value associated with your Award. To ensure you fully understand these terms and conditions, you should:
THIS FORM OF AWARD AGREEMENT IS PART OF A PROSPECTUS COVERING SECURITIES THAT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AIR TRANSPORT SERVICES GROUP, INC. AMENDED AND RESTATED PERFORMANCE-BASED STOCK UNITS GRANTED TO [NAME] ON [DATE]Air Transport Services Group, Inc. • May 10th, 2010 • Air courier services • Ohio
This Award Agreement describes many features of your Award and the conditions you must meet before you may receive the value associated with your Award. To ensure you fully understand these terms and conditions, you should:
SECOND AMENDMENT TO LEASE ASSUMPTION AND OPTION AGREEMENT AND EXERCISE OF LEASE OPTIONAircraft Lease Agreement • May 10th, 2010 • Air Transport Services Group, Inc. • Air courier services • New York
THIS SECOND AMENDMENT TO LEASE ASSUMPTION AND OPTION AGREEMENT (this “Amendment”), dated as of the day of March, 2010, is made by and between DHL NETWORK OPERATIONS (USA), INC., an Ohio corporation (“DHL”), and ABX AIR, INC., a Delaware corporation (“ABX”) (collectively, the “Parties”).
THIS FORM OF AWARD AGREEMENT IS PART OF A PROSPECTUS COVERING SECURITIES THAT HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AIR TRANSPORT SERVICES GROUP AMENDED AND RESTATED RESTRICTED STOCK UNITS AWARD AGREEMENT GRANTED TO [NAME] ON [DATE]Air Transport Services Group, Inc. • May 10th, 2010 • Air courier services • Ohio
This Award Agreement describes many features of your Award and the conditions you must meet before you may receive the value associated with your Award. To ensure you fully understand these terms and conditions, you should:
