Common use of Limitation on Amendment Clause in Contracts

Limitation on Amendment. Except as expressly modified by this Letter Agreement, all of the terms and provisions of the Lease remain in full force and effect and are hereby ratified and confirmed by the parties. Please indicate your acceptance of and agreement with the terms set forth in this Letter Agreement by signing in the space provided below and return one fully-executed counterpart of this Letter Agreement to Lessor. Very truly yours, CASTLE HARBOUR LEASING INC. By: /s/ Xxxxxxx X. Xxxxx ------------------------- Name: Xxxxxxx Xxxxx ------------------------- Title: Vice President ------------------------- ACKNOWLEDGED AND AGREED. ALOHA AIRLINES, INC. By: --------------------------- Name: --------------------------- Title: --------------------------- By: --------------------------- Name: --------------------------- Title: --------------------------- Please indicate your acceptance of and agreement with the terms set forth in this Letter Agreement by signing in the space provided below and return one fully-executed counterpart of this Letter Agreement to Lessor. Very truly yours, CASTLE HARBOUR LEASING INC. By: --------------------------- Name: --------------------------- Title: --------------------------- ACKNOWLEDGED AND AGREED. ALOHA AIRLINES, INC. By: /s/ Xxxxxx X. Xxxxxxxxx ---------------------------- Name: Xxxxxx X. Xxxxxxxxx ---------------------------- Title: EXECUTIVE Vice President & CFO ---------------------------- By: /s/ Xxxxx X. Xxxx ---------------------------- Name: Xxxxx X. Xxxx ---------------------------- Title: Senior Vice President ---------------------------- Planning & Business Development EXECUTION VERSION ----------------- AMENDMENT TO AIRCRAFT LEASE COMMON TERMS AGREEMENT Dated December 14, 2001 between GENERAL ELECTRIC CAPITAL CORPORATION as Lessor and ALOHA AIRLINES, INC. as Lessee THIS AMENDMENT TO AIRCRAFT LEASE COMMON TERMS AGREEMENT is made on December 14, 2001 (this "AGREEMENT") BETWEEN: GENERAL ELECTRIC CAPITAL CORPORATION, a company incorporated under the laws of Delaware whose principal office is at 000 Xxxx Xxxxx Xxxx, Xxxxxxxx, XX 00000, X.X.X. ("GE CAPITAL"); and ALOHA AIRLINES, INC., a company incorporated under the laws of Delaware whose principal place of business is at 000 Xxxxx Xxxxxx, Xxxxxxxx, XX 00000, X.X.X. and its chief executive office at 500 Ala Moana Blvd., Two Xxxxxxxxxx Xxxxx, Xxxxx 000, Xxxxxxxx, XX 00000, X.X.X. ("ALOHA").

Limitation on Amendment. Except as expressly modified by this Letter Agreement, all of the terms and provisions of the Lease remain in full force and effect and are hereby ratified and confirmed by the parties. Please indicate your acceptance of and agreement with the terms set forth in this Letter Agreement by signing in the space provided below and return one fully-executed counterpart of this Letter Agreement to Lessor. Very truly yours, CASTLE HARBOUR LEASING INC. By: /s/ Xxxxxxx X. Xxxxx ------------------------- ----------------------- Name: Xxxxxxx X. Xxxxx ------------------------- ----------------------- Title: Vice President ------------------------- ----------------------- ACKNOWLEDGED AND AGREED. ALOHA AIRLINES, INC. By: --------------------------- ---------------------------- Name: --------------------------- ---------------------------- Title: --------------------------- ---------------------------- By: --------------------------- ---------------------------- Name: --------------------------- ---------------------------- Title: --------------------------- ---------------------------- Please indicate your acceptance of and agreement with the terms set forth in this Letter Agreement by signing in the space provided below and return one fully-executed counterpart of this Letter Agreement to Lessor. Very truly yours, CASTLE HARBOUR LEASING INC. By: --------------------------- ------------------------------ Name: --------------------------- ------------------------------ Title: --------------------------- ------------------------------ ACKNOWLEDGED AND AGREED. ALOHA AIRLINES, INC. By: /s/ Xxxxxx X. Xxxxxxxxx ---------------------------- -------------------------- Name: Xxxxxx X. Xxxxxxxxx ---------------------------- -------------------------- Title: EXECUTIVE Vice President Exec. VP & CFO ---------------------------- -------------------------- By: /s/ Xxxxx X. Xxxx ---------------------------- -------------------------- Name: Xxxxx X. Xxxx ---------------------------- -------------------------- Title: Senior Vice President ---------------------------- Sr. VP Planning & Business Development EXECUTION VERSION ----------------- AMENDMENT TO AIRCRAFT LEASE COMMON TERMS AGREEMENT Dated December 14-------------------------- March 23, 2001 Aloha Airlines, Inc. 000 Xxxxx Xxxxxx Xxxxxxxx, Xxxxxx 00000 Attn: Executive Vice President and Chief Financial Officer Re: Aircraft Lease Agreement dated as of May 12, 2000 between GENERAL ELECTRIC CAPITAL CORPORATION Aviation Financial Services Inc. ("AFSI"), as Lessor lessor, and ALOHA AIRLINESAloha Airlines, INC. Inc., as Lessee THIS AMENDMENT TO AIRCRAFT LEASE COMMON TERMS AGREEMENT is made on December 14("LESSEE"), in respect of One Boeing 737-700 Aircraft Bearing MSN 28640 and U.S. Reg. No. N740AL, which incorporates the terms of that certain Common Terms Agreement dated as of May 12, 2000 between General Electric Capital Corporation and Aloha Airlines, Inc. (i) as modified by that certain Letter Agreemnet dated May 12, 2000 between AFSI and Lessee, (ii) as assigned and novated by that certain Aircraft Lease Novation and Amendment Agreement among AFSI, as existing lessor, Castle Harbour Leasing Inc., as new lessor ("Lessor"), and Lessee, and (iii) as modified by that certain Letter Agreement dated March 20, 2001 (this collectively, and as amended or supplemented from time to time, the "AGREEMENTLEASE") BETWEENLadies and Gentlemen: GENERAL ELECTRIC CAPITAL CORPORATIONWe refer to the Lease, as defined above, and capitalized terms used without definition herein have the meanings assigned to them in the Lease. Lessor and Lessee desire to enter into this Letter Agreement in order to document their mutual understanding in respect of the determination of the actual amount of Rent pursuant to Part III of Schedule B to the Lease as well as in respect of an undertaking by Lessee with respect to a company incorporated under the laws of Delaware whose principal office is at 000 Xxxx Xxxxx Xxxx, Xxxxxxxx, XX 00000, X.X.X. ("GE CAPITAL"); and ALOHA AIRLINES, INClegal opinion., a company incorporated under the laws of Delaware whose principal place of business is at 000 Xxxxx Xxxxxx, Xxxxxxxx, XX 00000, X.X.X. and its chief executive office at 500 Ala Moana Blvd., Two Xxxxxxxxxx Xxxxx, Xxxxx 000, Xxxxxxxx, XX 00000, X.X.X. ("ALOHA").

Limitation on Amendment. Except as expressly modified by this Letter Agreement, all of the terms and provisions of the Lease remain in full force and effect and are hereby ratified and confirmed by the parties. Please indicate your acceptance of and agreement with the terms set forth in this Letter Agreement by signing in the space provided below and return one fully-executed counterpart of this Letter Agreement to Lessor. Very truly yours, CASTLE HARBOUR LEASING INC. By: /s/ Xxxxxxx X. Xxxxx ------------------------- -------------------------------- Name: Xxxxxxx Xxxxx ------------------------- -------------------------------- Title: Vice President ------------------------- -------------------------------- ACKNOWLEDGED AND AGREED. ALOHA AIRLINES, INC. By: --------------------------- -------------------------------- Name: --------------------------- -------------------------------- Title: --------------------------- -------------------------------- By: --------------------------- -------------------------------- Name: --------------------------- -------------------------------- Title: --------------------------- -------------------------------- Please indicate your acceptance of and agreement with the terms set forth in this Letter Agreement by signing in the space provided below and return one fully-executed counterpart of this Letter Agreement to Lessor. Very truly yours, CASTLE HARBOUR LEASING INC. By: --------------------------- -------------------------------- Name: --------------------------- -------------------------------- Title: --------------------------- -------------------------------- ACKNOWLEDGED AND AGREED. ALOHA AIRLINES, INC. By: /s/ X. X. Xxxxxx X. Xxxxxxxxx ---------------------------- -------------------------------- Name: Xxxxx X. Xxxxxx X. Xxxxxxxxx ---------------------------- -------------------------------- Title: EXECUTIVE Vice President & CFO ---------------------------- CEO -------------------------------- By: /s/ Xxxxx X. Xxxx ---------------------------- -------------------------------- Name: Xxxxx X. Xxxx ---------------------------- -------------------------------- Title: Senior Vice President ---------------------------- SR VP Planning & Business Development EXECUTION VERSION ----------------- AMENDMENT TO AIRCRAFT Dev -------------------------------- LEASE COMMON TERMS AGREEMENT Dated December 14SUPPLEMENT NO. 1 LEASE SUPPLEMENT NO. 1, dated March 29, 2001 between GENERAL ELECTRIC CAPITAL CORPORATION as Lessor and ALOHA AIRLINES, INC. as Lessee THIS AMENDMENT TO AIRCRAFT LEASE COMMON TERMS AGREEMENT is made on December 14, 2001 (this "AGREEMENT") BETWEEN: GENERAL ELECTRIC CAPITAL CORPORATIONCastle Harbour Leasing Inc., a company incorporated corporation organized under the laws of the State of Delaware whose principal office is at 000 Xxxx Xxxxx Xxxx, Xxxxxxxx, XX 00000, X.X.X. ("GE CAPITALLessor"); , and ALOHA AIRLINESAloha Airlines, INC.Inc., a company incorporated corporation organized under the laws of the State of Delaware whose principal place of business is at 000 Xxxxx Xxxxxx, Xxxxxxxx, XX 00000, X.X.X. and its chief executive office at 500 Ala Moana Blvd., Two Xxxxxxxxxx Xxxxx, Xxxxx 000, Xxxxxxxx, XX 00000, X.X.X. ("ALOHALessee"). Lessor and Lessee have previously entered into that certain Aircraft Lease Agreement dated as of May 12, 2000, including the Common Terms Agreement as defined therein (collectively, herein referred to as the "Agreement" and the defined terms therein being hereinafter used with the same meaning). The Agreement provides for the execution and delivery from time to time of a Lease Supplement substantially in the form hereof for the purpose of leasing the aircraft described below under the Agreement as and when delivered by Lessor to Lessee in accordance with the terms thereof. The Agreement and this Lease Supplement relate to the Aircraft, Engines and Parts as more precisely described below and in the Certificate of Technical Acceptance. A counterpart of the Agreement is attached hereto and this Lease Supplement and the Agreement shall form one document. In consideration of the premises and other good and sufficient consideration, Lessor and Lessee hereby agree as follows: 1. Lessor hereby delivers and leases to Lessee under and pursuant to the Agreement and Lessee hereby accepts, acknowledges receipt of possession and leases from Lessor under and pursuant to the Agreement, that certain Boeing 737-76N aircraft, and the two (2) CFM56-7B26 Engines (each of which Engines has 750 or more rated takeoff horsepower or the equivalent of such horsepower) described in Schedule 1 hereto, together with the Aircraft Documents and Records described in the Agreement (the "Delivered Aircraft"). 2. The Delivery Date of the Delivered Aircraft is the date of this Lease Supplement set forth in the opening paragraph hereof. 3. The Term for the Delivered Aircraft shall commence on the Delivery Date and shall end on the Expiry Date, with respect to which the Scheduled Expiry Date shall be March 29, 2016. 4. The amount of Rent for the Delivered Aircraft is set forth in Schedule B to the Agreement. 5. Lessee hereby confirms to Lessor that (i) the Delivered Aircraft and each delivered Engine have been duly marked in accordance with the terms of Section 8.6(a) of the Agreement, (ii) the Aircraft is insured as required by the Agreement, (iii) the representations and warranties of Lessee referred to in Section 2.1 of the Agreement are hereby repeated with effect as of the date first above written, (iv) having inspected the Delivered Aircraft, Lessee acknowledges that the Delivered Aircraft satisfies all conditions required for Lessee's acceptance of delivery as set forth in the Agreement, and (v) the execution and delivery of this Lease Supplement signifies absolute and irrevocable acceptance by Lessee of the Delivered Aircraft for all purposes hereof and of the Agreement. 6. All of the terms and provisions of the Agreement are hereby incorporated by reference in this Lease Supplement to the same extent as if fully set forth herein. 7. This Lease Supplement may be executed in any number of counterparts; each of such counterparts, shall for all purposes be deemed to be an original; and all such counterparts shall together constitute but one and the same Lease Supplement.

Limitation on Amendment. Except as expressly modified by this Letter Agreement, all of the terms and provisions of the Lease remain in full force and effect and are hereby ratified and confirmed by the parties. Please indicate your acceptance of and agreement with the terms set forth in this Letter Agreement by signing in the space provided below and return one fully-executed counterpart of this Letter Agreement to Lessor. Very truly yours, CASTLE HARBOUR LEASING INC. By: /s/ Xxxxxxx X. Xxxxx ------------------------- ------------------------ Name: Xxxxxxx X. Xxxxx ------------------------- ------------------------ Title: Vice President ------------------------- ------------------------ ACKNOWLEDGED AND AGREED. ALOHA AIRLINES, INC. By: --------------------------- ---------------------------- Name: --------------------------- ---------------------------- Title: --------------------------- ---------------------------- By: --------------------------- ---------------------------- Name: --------------------------- ---------------------------- Title: --------------------------- ---------------------------- Please indicate your acceptance of and agreement with the terms set forth in this Letter Agreement by signing in the space provided below and return one fully-executed counterpart of this Letter Agreement to Lessor. Very truly yours, CASTLE HARBOUR LEASING INC. By: --------------------------- ------------------------ Name: --------------------------- ------------------------ Title: --------------------------- ------------------------ ACKNOWLEDGED AND AGREED. ALOHA AIRLINES, INC. By: /s/ X. X. Xxxxxx X. Xxxxxxxxx ---------------------------- Name: Xxxxx X. Xxxxxx X. Xxxxxxxxx ---------------------------- Title: EXECUTIVE Vice President & CFO CEO ---------------------------- By: /s/ Xxxxx X. Xxxx ---------------------------- Name: Xxxxx X. Xxxx ---------------------------- Title: Senior Vice President ---------------------------- Sr. VP Planning & Business Development EXECUTION VERSION ----------------- AMENDMENT TO AIRCRAFT ---------------------------- LEASE COMMON TERMS AGREEMENT Dated December 14SUPPLEMENT NO. 1 LEASE SUPPLEMENT NO. 1, dated March 23, 2001 between GENERAL ELECTRIC CAPITAL CORPORATION as Lessor and ALOHA AIRLINES, INC. as Lessee THIS AMENDMENT TO AIRCRAFT LEASE COMMON TERMS AGREEMENT is made on December 14, 2001 (this "AGREEMENT") BETWEEN: GENERAL ELECTRIC CAPITAL CORPORATIONCastle Harbour Leasing Inc., a company incorporated corporation organized under the laws of the State of Delaware whose principal office is at 000 Xxxx Xxxxx Xxxx, Xxxxxxxx, XX 00000, X.X.X. ("GE CAPITALLessor"); , and ALOHA AIRLINESAloha Airlines, INC.Inc., a company incorporated corporation organized under the laws of the State of Delaware whose principal place of business is at 000 Xxxxx Xxxxxx, Xxxxxxxx, XX 00000, X.X.X. and its chief executive office at 500 Ala Moana Blvd., Two Xxxxxxxxxx Xxxxx, Xxxxx 000, Xxxxxxxx, XX 00000, X.X.X. ("ALOHALessee"). Lessor and Lessee have previously entered into that certain Aircraft Lease Agreement dated as of May 12, 2000, including the Common Terms Agreement as defined therein (collectively, herein referred to as the "Agreement" and the defined terms therein being hereinafter used with the same meaning). The Agreement provides for the execution and delivery from time to time of a Lease Supplement substantially in the form hereof for the purpose of leasing the aircraft described below under the Agreement as and when delivered by Lessor to Lessee in accordance with the terms thereof. The Agreement and this Lease Supplement relate to the Aircraft, Engines and Parts as more precisely described below and in the Certificate of Technical Acceptance. A counterpart of the Agreement is attached hereto and this Lease Supplement and the Agreement shall form one document. In consideration of the premises and other good and sufficient consideration, Lessor and Lessee hereby agree as follows: 1. Lessor hereby delivers and leases to Lessee under and pursuant to the Agreement and Lessee hereby accepts, acknowledges receipt of possession and leases from Lessor under and pursuant to the Agreement, that certain Boeing 737-76N aircraft, and the two (2) CFM56-7B26 Engines (each of which Engines has 750 or more rated takeoff horsepower or the equivalent of such horsepower) described in Schedule 1 hereto, together with the Aircraft Documents and Records described in the Agreement (the "Delivered Aircraft"). 2. The Delivery Date of the Delivered Aircraft is the date of this Lease Supplement set forth in the opening paragraph hereof. 3. The Term for the Delivered Aircraft shall commence on the Delivery Date and shall end on the Expiry Date, with respect to which the Scheduled Expiry Date shall be March 22, 2016.