Common use of Capacity Purchase Clause in Contracts

Capacity Purchase. (a) Contractor shall present each Covered Aircraft for service under this Agreement on the Committed In-Service Date determined with respect to such aircraft pursuant to Table 1 in Schedule 1 (for the E175 Covered Aircraft) or the In-Service Date set forth on Table 2 in Schedule 1 (for the CRJ Covered Aircraft), as the case may be, and for each day thereafter until the exit date set forth for such aircraft on Schedule 1 under the caption “Scheduled Exit Date”, as such date may be extended pursuant to Section 10.2 hereof, in each case unless such aircraft is earlier withdrawn from the terms of this Agreement or this Agreement is earlier terminated, and United agrees to purchase the capacity of each such Covered Aircraft for the period during which such Covered Aircraft is so presented for service, all under the terms and conditions set forth herein and for the consideration described in Article III; provided that if, on or before the ninetieth (90th) day following the Scheduled Delivery Date, as set forth on Schedule 1A, for an E175 Covered Aircraft (or such later date as United may determine in United’s sole discretion), either (x) such aircraft has not been delivered by Embraer to United or to Contractor, acting as United’s agent pursuant to Section 10.7, or (y) United, using reasonable commercial efforts, has not obtained a consent to its entry into a Covered Aircraft Lease with Contractor regarding such aircraft from any applicable lender, mortgagee or other financing party, which consent is required pursuant to the terms of any loan agreement, lease, mortgage or other financing agreement or instrument relating to such aircraft and to which United is a party, then (i) such aircraft shall not constitute a Covered Aircraft for any purposes hereunder, (ii) Schedule 1 attached hereto shall be deemed to have been amended and replaced by a Schedule 1 as revised to delete such Covered Aircraft therefrom (and such aircraft shall not be replaced) without any further action by the parties hereto and (iii) no party hereunder shall incur any liability whatsoever to any of the other parties hereunder in connection with the removal of such aircraft from this Agreement as a result of the failure of such aircraft to be delivered or of United to obtain such consent. Subject to the terms and conditions of this Agreement, Contractor shall provide all of the capacity of the Covered Aircraft solely to United and use the Covered Aircraft solely to operate the Scheduled Flights and as otherwise expressly provided herein, including without limitation in Section 3.6(c)(v). All Covered Aircraft operated by Contractor in the provision of Regional Airline Services to United under this Agreement shall be painted and otherwise outfitted in the aircraft livery as set forth in Section 8 of Exhibit E hereto. Contractor will do all things necessary to cause and assure, and will cause and assure, that it will at all times be and remain in custody and control of the Covered Aircraft and all other aircraft and equipment of, or operated by, Contractor and used in the performance of Contractor Services, and United and its directors, officers, employees, and agents shall not, for any reason, be deemed to be in custody or control, or a bailee, of any such aircraft or equipment. Contractor represents that the provisions of this Agreement setting the schedule for Contractor to begin to provide Regional Airline Services, including those set forth above and in Schedules 1 and 1A, afford sufficient time for Contractor to be able to provide such services in a safe and reliable manner consistent with the requirements set forth in Article IV and Exhibit N and as otherwise required by this Agreement, including without limitation sufficient time for Contractor to obtain all certifications, permits, licenses, certificates, exemptions, approvals, plans and insurance required in order for it to provide Regional Airline Services and for Contractor to train its flight and cabin crews, maintenance personnel and other staff as necessary for the safe and reliable provision of Regional Airline Services. Contractor acknowledges that United is relying on this representation in connection with entering into this Agreement.

Capacity Purchase. (a) Contractor shall present each Covered Aircraft for service under this Agreement on the Committed Actual In-Service Date determined with respect to such aircraft pursuant to Table 1 in Schedule 1 (for the E175 Covered Aircraft, other than E175LL Covered Aircraft), the Actual In-Service Date as determined pursuant to Note 1, clause (d) or of Table 2 in Schedule 1 (for the CRJ900 Covered Aircraft), and the E175LL Committed In-Service Date set forth on Table 2 3 in Schedule 1 (for the CRJ E175LL Covered Aircraft), as the case may be, and for each day thereafter until the exit date set forth for such aircraft on the applicable table in Schedule 1 under the caption “Scheduled Exit Date”, as such date may be extended pursuant to Section 10.2 or Section 10.10 hereof, in each case unless such aircraft is earlier withdrawn from the terms of this Agreement or this Agreement is earlier terminated, and United agrees to purchase the capacity of each such Covered Aircraft for the period during which such Covered Aircraft is so presented for service, all under the terms and conditions set forth herein and for the consideration described in Article III; provided that if, on or before the ninetieth (90th) day following the Scheduled Delivery Date, as set forth on Schedule 1A, for an E175 Covered Aircraft (or such later date as United may determine in United’s sole discretion), either (x) such aircraft has not been delivered by Embraer to United or to Contractor, acting as United’s agent pursuant to Section 10.7, or (y) United, using reasonable commercial efforts, has not obtained a consent to its entry into a Covered Aircraft Lease with Contractor regarding such aircraft from any applicable lender, mortgagee or other financing party, which consent is required pursuant to the terms of any loan agreement, lease, mortgage or other financing agreement or instrument relating to such aircraft and to which United is a party, then (i) such aircraft shall not constitute a Covered Aircraft for any purposes hereunder, (ii) Schedule 1 attached hereto shall be deemed to have been amended and replaced by a Schedule 1 as revised to delete such Covered Aircraft therefrom (and such aircraft shall not be replaced) without any further action by the parties hereto and (iii) no party hereunder shall incur any liability whatsoever to any of the other parties hereunder in connection with the removal of such aircraft from this Agreement as a result of the failure of such aircraft to be delivered or of United to obtain such consent. [***] Subject to the terms and conditions of this Agreement, Contractor shall provide all of the capacity of the Covered Aircraft solely to United and use the Covered Aircraft solely to operate the Scheduled Flights and as otherwise expressly provided herein, including without limitation in Section 3.6(c)(v). All Covered Aircraft operated by Contractor in the provision of Regional Airline Services to United under this Agreement shall be painted and otherwise outfitted in the aircraft livery as set forth in Section 8 of Exhibit E hereto. Contractor will do all things necessary to cause and assure, and will cause and assure, that it will at all times be and remain in custody and control of the Covered Aircraft and all other aircraft and equipment of, or operated by, Contractor and used in the performance of Contractor Services, and United and its directors, officers, employees, and agents shall not, for any reason, be deemed to be in custody or control, or a bailee, of any such aircraft or equipment. Contractor represents that the provisions of this Agreement setting the schedule for Contractor to begin to provide Regional Airline Services, including those set forth above and in Schedules 1 and 1A, afford sufficient time for Contractor to be able to provide such services in a safe and reliable manner consistent with the requirements set forth in Article IV and Exhibit N and as otherwise required by this Agreement, including without limitation sufficient time for Contractor to obtain all certifications, permits, licenses, certificates, exemptions, approvals, plans and insurance required in order for it to provide Regional Airline Services and for Contractor to train its flight and cabin crews, maintenance personnel and other staff as necessary for the safe and reliable provision of Regional Airline Services. Contractor acknowledges that United is relying on this representation in connection with entering into this Agreement.

Capacity Purchase. (a) Contractor shall present each Covered Aircraft for service under this Agreement on the Committed Actual In-Service Date determined with respect to such aircraft pursuant to Table 1 in Schedule 1 (for the E175 Covered Aircraft) or , other than E175LL Covered Aircraft), the Actual In-Service Date set forth on Table 2 in Schedule 1 (for the CRJ CRJ700 Covered Aircraft), the E175LL Committed In-Service Date set forth on Table 4 in Schedule 1 (for the E175LL Covered Aircraft) or, if a CRJ550 Conversion Notice is delivered pursuant to Section 2.5, the CRJ550 Committed In-Service Date (for the CRJ550 Covered Aircraft), as the case may be, and for each day thereafter until the exit date set forth for such aircraft on the applicable table in Schedule 1 under the caption “Scheduled Exit Date”, as such date may be extended pursuant to Section 10.2 hereof, in each case unless such aircraft is earlier withdrawn from the terms of this Agreement or this Agreement is earlier terminated, and United agrees to purchase the capacity of each such Covered Aircraft for the period during which such Covered Aircraft is so presented for service, all under the terms and conditions set forth herein and for the consideration described in Article III; provided that if, on or before the ninetieth (90th) day following the Scheduled Delivery Date, as set forth on Schedule 1A, for an E175 Covered Aircraft (or such later date as United may determine in United’s sole discretion), either (x) such aircraft has not been delivered by Embraer to United or to Contractor, acting as United’s agent pursuant to Section 10.7, or (y) United, using reasonable commercial efforts, has not obtained a consent to its entry into a Covered Aircraft Lease with Contractor regarding such aircraft from any applicable lender, mortgagee or other financing party, which consent is required pursuant to the terms of any loan agreement, lease, mortgage or other financing agreement or instrument relating to such aircraft and to which United is a party, then (i) such aircraft shall not constitute a Covered Aircraft for any purposes hereunder, (ii) Schedule 1 attached hereto shall be deemed to have been amended and replaced by a Schedule 1 as revised to delete such Covered Aircraft therefrom (and such aircraft shall not be replaced) without any further action by the parties hereto and (iii) no party hereunder shall incur any liability whatsoever to any of the other parties hereunder in connection with the removal of such aircraft from this Agreement as a result of the failure of such aircraft to be delivered or of United to obtain such consent. Subject to the terms and conditions of this Agreement, Contractor shall provide all of the capacity of the Covered Aircraft solely to United and use the Covered Aircraft solely to operate the Scheduled Flights and as otherwise expressly provided herein, including without limitation in Section 3.6(c)(v). All Covered Aircraft operated by Contractor in the provision of Regional Airline Services to United under this Agreement shall be painted and otherwise outfitted in the aircraft livery as set forth in Section 8 of Exhibit E hereto. Contractor will do all things necessary to cause and assure, and will cause and assure, that it will at all times be and remain in custody and control of the Covered Aircraft and all other aircraft and equipment of, or operated by, Contractor and used in the performance of Contractor Services, and United and its directors, officers, employees, and agents shall not, for any reason, be deemed to be in custody or control, or a bailee, of any such aircraft or equipment. Contractor represents that the provisions of this Agreement setting the schedule for Contractor to begin to provide Regional Airline Services, including those set forth above and in Schedules 1 and 1A, afford sufficient time for Contractor to be able to provide such services in a safe and reliable manner consistent with the requirements set forth in Article IV and Exhibit N and as otherwise required by this Agreement, including without limitation sufficient time for Contractor to obtain all certifications, permits, licenses, certificates, exemptions, approvals, plans and insurance required in order for it to provide Regional Airline Services and for Contractor to train its flight and cabin crews, maintenance personnel and other staff as necessary for the safe and reliable provision of Regional Airline Services. Contractor acknowledges that United is relying on this representation in connection with entering into this Agreement.