Common use of Mesa Actual Costs Clause in Contracts

Mesa Actual Costs. AWA, in accordance with Section 7.5, shall reimburse to Mesa the following actual costs and expenses actually paid by Mesa in connection with performing the Flight Services and Other Services (“Actual Costs”): 7.1.1 Hull insurance premiums and commissions paid by Mesa for each Aircraft for the prior calendar month. Insurance shall be allocated and paid by AWA on a monthly basis equally over the applicable premium period for which the insurance is paid. Insurance shall be prorated by Mesa in any premium period during which an Aircraft is added or deleted from this Agreement. If the monthly insurance payments made by AWA are less than the actual premiums paid by Mesa, then AWA shall pay such excess in the month Mesa pays the insurance premiums. If the monthly payments made by AWA exceed the actual insurance premiums, then AWA shall be entitled to a credit against the next payment of the Actual Costs in an amount equal to such overpayment. Mesa, within 10 days after receipt, shall provide AWA with copies of all premium notices received for insurance premiums. 7.1.2 Liability insurance premiums and commissions paid by Mesa for the Flight Services on a revenue passenger mile basis. Insurance shall be allocated and paid on a monthly basis equally over the applicable premium period for which the insurance is paid. Insurance shall be prorated by Mesa in any premium period during which this Agreement commences, terminates or expires. If the monthly insurance payments made by AWA are less than the actual premiums paid by Mesa, then AWA shall pay such excess in the month Mesa pays the insurance premiums. If the monthly payments made by AWA exceed the actual insurance premiums, then AWA shall be entitled to a credit against the next payment of the Actual Costs in an amount equal to such overpayment. Mesa, within 10 days after receipt, shall provide AWA with copies of all premium notices received for insurance premiums. 7.1.3 Property taxes paid by Mesa for each Aircraft or the Fleet. Property taxes shall be allocated and paid on a monthly basis equally over the applicable tax period for which the property taxes are assessed and paid. If an Aircraft is added to the Fleet after property taxes are assessed for a tax period and Mesa does not owe taxes for such Aircraft for such tax period, then AWA shall not pay property taxes on the Aircraft for such tax period. AWA shall pay the full year property taxes for the year in which an Aircraft is deleted from the Fleet in the manner provided herein if such Aircraft is not placed in revenue service outside this Agreement (in which case such taxes shall be prorated). If the monthly tax payments made by AWA are less than the actual property taxes assessed and paid by Mesa, then AWA shall pay such excess in the month Mesa pays the property taxes. If the monthly payments made by AWA exceed the actual property taxes assessed, then AWA shall be entitled to a credit against the next payment of Actual Costs in an amount equal to such overpayment. Mesa, within 10 days after receipt, shall provide AWA with copies of all tax notices received for property taxes assessed against any portion of the Fleet. 7.1.4 De-Icing expenses paid by Mesa for each Aircraft for the prior calendar month. 7.1.5 Fuel costs paid by Mesa during the prior calendar month, calculated as gallons of fuel burned per hour. If in any calendar month Mesa’s estimated fuel costs exceed the Actual Costs for fuel for such calendar month by more than 3%, then thereafter, for the purpose of calculating Estimated Costs pursuant to Section 7.5 below, Mesa shall use AWA’s fuel forecast for the fuel costs. 7.1.6 Landing fees calculated per Flight departure incurred during the prior calendar month. 7.1.7 Security outside AWA Service Locations calculated per America West Express passenger. 7.1.8 Passenger and ground handling costs incurred at stations maintained by Mesa more particularly described on Exhibit B (“Station Costs”), not to exceed in each calendar year the amount set forth in the budget for each calendar year (the “Station Budget”); provided, however, that if AWA changes a Schedule and such change in the Schedule directly results in any Station Costs exceeding the amount set forth in the Station Budget, then Station Costs shall include such costs in excess of the Station Budget to the extent directly attributable to the Schedule change. The Station Budget for each calendar year, together with such backup information requested by AWA, shall be prepared and provided to AWA by Mesa on or before October 1 of the prior calendar year. The Station Budget shall be based on Mesa’s commercially reasonable estimate of the actual costs that are to be incurred during the next calendar year. If AWA does not approve the Station Budget for any station, then AWA may convert such station to an AWA Service Location pursuant to Section 2.3. Mesa shall not enter into any contract with an affiliate to provide the services or materials for which AWA pays the Actual Costs unless such contract is on commercially reasonable terms substantially similar to those available in the market place for arms-length transactions with third parties. In the event any of the services or materials for which AWA pays the Actual Costs are purchased for the Flight Services and Other Services provided by this Agreement and for other services provided by Mesa and its affiliates, then the costs of such services and materials shall be equitably allocated to Actual Costs payable by AWA such that AWA only pays for the portion of such costs attributable to the Flight Services or Other Services provided by this Agreement. Mesa shall use commercially reasonable efforts to operate the Flight Services and Other Services in an efficient and cost effective manner to minimize the Actual Costs payable by AWA while maintaining the quality and quantity of services required by this Agreement. Mesa shall take all commercially reasonable actions to minimize the taxes imposed on the Fleet. If requested by AWA, in writing, AWA on behalf of Mesa may pursue any tax protest or contest for property taxes imposed on the Fleet or any Aircraft in the Fleet in the manner prescribed by applicable law. An “affiliate” of Mesa means any person or entity controlling, controlled by or under common control with Mesa.

Mesa Actual Costs. AWA, in accordance with Section 7.5, shall reimburse to Mesa the following actual costs and expenses actually paid by Mesa in connection with performing the Flight Services and Other Services (“"Actual Costs”"): 7.1.1 Hull insurance premiums and commissions paid by Mesa for each Aircraft for the prior calendar month. Insurance shall be allocated and paid by AWA on a monthly basis equally over the applicable premium period for which the insurance is paid. Insurance shall be prorated by Mesa in any premium period during which an Aircraft is added or deleted from this Agreement. If the monthly insurance payments made by AWA are less than the actual premiums paid by Mesa, then AWA shall pay such excess in the month Mesa pays the insurance premiums. If the monthly payments made by AWA exceed the actual insurance premiums, then AWA shall be entitled to a credit against the next payment of the Actual Costs in an amount equal to such overpayment. Mesa, within 10 days after receipt, shall provide AWA with copies of all premium notices received for insurance premiums. 7.1.2 Liability insurance premiums and commissions paid by Mesa for the Flight Services on a revenue passenger mile basis. Insurance shall be allocated and paid on a monthly basis equally over the applicable premium period for which the insurance is paid. Insurance shall be prorated by Mesa in any premium period during which this Agreement commences, terminates or expires. If the monthly insurance payments made by AWA are less than the actual premiums paid by Mesa, then AWA shall pay such excess in the month Mesa pays the insurance premiums. If the monthly payments made by AWA exceed the actual insurance premiums, then AWA shall be entitled to a credit against the next payment of the Actual Costs in an amount equal to such overpayment. Mesa, within 10 days after receipt, shall provide AWA with copies of all premium notices received for insurance premiums. 7.1.3 Property taxes paid by Mesa for each Aircraft or the Fleet. Property taxes shall be allocated and paid on a monthly basis equally over the applicable tax period for which the property taxes are assessed and paid. If an Aircraft is added to the Fleet after property taxes are assessed for a tax period and Mesa does not owe taxes for such Aircraft for such tax period, then AWA shall not pay property taxes on the Aircraft for such tax period. AWA shall pay the full year property taxes for the year in which an Aircraft is deleted from the Fleet in the manner provided herein if such Aircraft is not placed in revenue service outside this Agreement (in which case such taxes shall be prorated). If the monthly tax payments made by AWA are less than the actual property taxes assessed and paid by Mesa, then AWA shall pay such excess in the month Mesa pays the property taxes. If the monthly payments made by AWA exceed the actual property taxes assessed, then AWA shall be entitled to a credit against the next payment of Actual Costs in an amount equal to such overpayment. Mesa, within 10 days after receipt, shall provide AWA with copies of all tax notices received for property taxes assessed against any portion of the Fleet. 7.1.4 De-Icing expenses paid by Mesa for each Aircraft for the prior calendar month. 7.1.5 Fuel costs paid by Mesa during the prior calendar month, calculated as gallons of fuel burned per hour. If in any calendar month Mesa’s 's estimated fuel costs exceed the Actual Costs for fuel for such calendar month by more than 3%, then thereafter, for the purpose of calculating Estimated Costs pursuant to Section 7.5 below, Mesa shall use AWA’s 's fuel forecast for the fuel costs. 7.1.6 Landing fees calculated per Flight departure incurred during the prior calendar month. 7.1.7 Security outside AWA Service Locations calculated per America West Express passenger. 7.1.8 Passenger and ground handling costs incurred at stations maintained by Mesa more particularly described on Exhibit B (“"Station Costs”"), not to exceed in each calendar year the amount set forth in the budget for each calendar year (the “"Station Budget”"); provided, however, that if AWA changes a Schedule and such change in the Schedule directly results in any Station Costs exceeding the amount set forth in the Station Budget, then Station Costs shall include such costs in excess of the Station Budget to the extent directly attributable to the Schedule change. The Station Budget for each calendar year, together with such backup information requested by AWA, shall be prepared and provided to AWA by Mesa on or before October 1 of the prior calendar year. The Station Budget shall be based on Mesa’s 's commercially reasonable estimate of the actual costs that are to be incurred during the next calendar year. If AWA does not approve the Station Budget for any station, then AWA may convert such station to an AWA Service Location pursuant to Section 2.3. Mesa shall not enter into any contract with an affiliate to provide the services or materials for which AWA pays the Actual Costs unless such contract is on commercially reasonable terms substantially similar to those available in the market place for arms-length transactions with third parties. In the event any of the services or materials for which AWA pays the Actual Costs are purchased for the Flight Services and Other Services provided by this Agreement and for other services provided by Mesa and its affiliates, then the costs of such services and materials shall be equitably allocated to Actual Costs payable by AWA such that AWA only pays for the portion of such costs attributable to the Flight Services or Other Services provided by this Agreement. Mesa shall use commercially reasonable efforts to operate the Flight Services and Other Services in an efficient and cost effective manner to minimize the Actual Costs payable by AWA while maintaining the quality and quantity of services required by this Agreement. Mesa shall take all commercially reasonable actions to minimize the taxes imposed on the Fleet. If requested by AWA, in writing, AWA on behalf of Mesa may pursue any tax protest or contest for property taxes imposed on the Fleet or any Aircraft in the Fleet in the manner prescribed by applicable law. An “affiliate” of Mesa means any person or entity controlling, controlled by or under common control with Mesa.