Common use of Slots Clause in Contracts

Slots. Section 3.1(r) of the Northwest Disclosure Schedule sets forth a true, correct and complete list of all rights and operational authority held by Northwest and its Subsidiaries as of the date hereof to conduct one Instrument Flight Rule (as defined under the FAA regulations) or one scheduled landing or takeoff operation at a specific time or during a specified time period at New York LaGuardia Airport (LGA), Xxxxxx Xxxxxx Washington National Airport (DCA), London Gatwick Airport (LGW), London Heathrow Airport (LHR), or Tokyo Narita International Airport (NRT) (the “Northwest Slots”); provided, that such list shall exclude those slots which have been permanently allocated to another air carrier and in which Northwest and its Subsidiaries hold only temporary use rights. Northwest and its Subsidiaries are utilizing the Northwest Slots (or have contractually obligated other air carriers to utilize the Northwest Slots) in a manner consistent with Applicable Laws in order to preserve their rights to hold and operate the Northwest Slots, taking into account any waivers or other relief granted by the DOT, FAA or other Governmental Entity. Neither Northwest nor any of its Subsidiaries has received any written notice from the DOT, FAA, or other Governmental Entity that would be reasonably likely to impair in any material respect their respective right to hold and operate any Northwest Slot. Northwest and its Subsidiaries will have complied in all material respects with the requirements of the regulations issued under the FAA and any other Applicable Laws with respect to the Northwest Slots to protect the Northwest Slots from termination or withdrawal under regulations established by the DOT, FAA or other Governmental Entity. Neither Northwest nor any of its Subsidiaries has agreed to any sale or transfer (other than of a temporary period of less than one year) of any of the Northwest Slots.

Slots. Section 3.1(r3.1(s) of the Northwest American Disclosure Schedule Letter sets forth a true, correct and complete list of all held or owned takeoff and landing slots, operating authorizations from the FAA or any other Governmental Entity and other similar designated takeoff and landing rights and operational authority held or owned by Northwest and American or any of its Subsidiaries as of (“American Slots”) on the date hereof to conduct one Instrument Flight Rule (as defined under the FAA regulations) at any domestic or one scheduled landing or takeoff operation at a specific time or during a specified time period at New York LaGuardia Airport (LGA)international airport, Xxxxxx Xxxxxx Washington National Airport (DCA), London Gatwick Airport (LGW), London Heathrow Airport (LHR), or Tokyo Narita International Airport (NRT) (the “Northwest Slots”); provided, that and such list shall exclude those slots which indicate and identify (i) any held or owned American Slots that have been permanently allocated to another air carrier beyond the end-of-the current International Air Transport Association (“IATA”) traffic season and in which Northwest American and its Subsidiaries hold only temporary use rights. Northwest , (ii) any American Slots that have been allocated to American and its Subsidiaries are utilizing from another air carrier beyond the Northwest Slots (or have contractually obligated end-of-the current IATA traffic season and in which such other air carriers carrier holds only temporary use rights and (iii) any Contracts, agreements or temporary government orders or decisions concerning specific American Slots or operating authorities. Except as would not, individually or in the aggregate, reasonably be expected to utilize the Northwest Slotshave an American Material Adverse Effect, (i) in a manner consistent with Applicable Laws in order to preserve their rights to hold and operate the Northwest Slots, taking into account any waivers or other relief granted by the DOT, FAA or other Governmental Entity. Neither Northwest nor any of its Subsidiaries has received any written notice from the DOT, FAA, or other Governmental Entity that would be reasonably likely to impair in any material respect their respective right to hold and operate any Northwest Slot. Northwest American and its Subsidiaries will have complied in all material respects with the requirements of the regulations issued under the FAA Federal Aviation Act and any other Applicable Laws Laws, rules or regulations promulgated in the United States or in any country in which American operates by either a civil aviation authority, airport authority or slot coordinator with respect to the Northwest American Slots, (ii) neither American nor any of its Subsidiaries has received, as of the date hereof, any notice of any proposed withdrawal of the American Slots by the FAA, the DOT or any other Governmental Entity, (iii)(A) the American Slots have not been designated for the provision of essential air services under the regulations of the FAA, were not acquired pursuant to 14 C.F.R. § 93.219 and have not been designated for international operations, as more fully detailed in 14 C.F.R. § 93.217 and (B) to the extent covered by 14 C.F.R. § 93.227, American and its Subsidiaries have used the American Slots (or the American Slots have been used by other air carriers) either at least 80% of the maximum amount that each American Slot could have been used during each full and partial reporting period (as described in 14 C.F.R. § 93.227(i)) or such greater or lesser amount of minimum usage as may have been required to protect the Northwest Slots such American Slot’s authorization from termination or withdrawal under regulations established by any Governmental Entity or airport authority, (iv) all reports required by the DOT, FAA or any other Governmental Entity. Neither Northwest Entity relating to the American Slots have been filed in a timely manner and (v) except as set forth in Section 3.1(s)(v) of the American Disclosure Letter, as of the date hereof, neither American nor any of its Subsidiaries has agreed to any future American Slot slide, American Slot trade, American Slot purchase, American Slot sale or other transfer (other than of a temporary period of less than one year) of any of the Northwest SlotsAmerican Slots outside the ordinary course of business consistent with past practice.

Slots. Section 3.1(r3.2(s) of the Northwest US Airways Disclosure Schedule Letter sets forth a true, correct and complete list of all held or owned takeoff and landing slots, operating authorizations from the FAA or any other Governmental Entity and other similar designated takeoff and landing rights and operational authority held or owned by Northwest and US Airways or any of its Subsidiaries as of (“US Airways Slots”) on the date hereof to conduct one Instrument Flight Rule (as defined under the FAA regulations) at any domestic or one scheduled landing or takeoff operation at a specific time or during a specified time period at New York LaGuardia Airport (LGA)international airport, Xxxxxx Xxxxxx Washington National Airport (DCA), London Gatwick Airport (LGW), London Heathrow Airport (LHR), or Tokyo Narita International Airport (NRT) (the “Northwest Slots”); provided, that and such list shall exclude those slots which indicate and identify (i) any held or owned US Airways Slots that have been permanently allocated to another air carrier beyond the end-of-the current IATA traffic season and in which Northwest US Airways and its Subsidiaries hold only temporary use rights. Northwest , (ii) any US Airways Slots that have been allocated to US Airways and its Subsidiaries are utilizing from another air carrier beyond the Northwest Slots (or have contractually obligated end-of-the current IATA traffic season and in which such other air carriers carrier holds only temporary use rights and (iii) any Contracts, agreements or temporary government orders or decisions concerning specific US Airways Slots or operating authorities. Except as would not, individually or in the aggregate, reasonably be expected to utilize the Northwest Slotshave a US Airways Material Adverse Effect, (i) in a manner consistent with Applicable Laws in order to preserve their rights to hold and operate the Northwest Slots, taking into account any waivers or other relief granted by the DOT, FAA or other Governmental Entity. Neither Northwest nor any of its Subsidiaries has received any written notice from the DOT, FAA, or other Governmental Entity that would be reasonably likely to impair in any material respect their respective right to hold and operate any Northwest Slot. Northwest US Airways and its Subsidiaries will have complied in all material respects with the requirements of the regulations issued under the FAA Federal Aviation Act and any other Applicable Laws Laws, rules or regulations promulgated in the United States or in any country in which US Airways operates by either a civil aviation authority, airport authority or slot coordinator with respect to the Northwest US Airways Slots, (ii) neither US Airways nor any of its Subsidiaries has received, as of the date hereof, any notice of any proposed withdrawal of the US Airways Slots by the FAA, the DOT or any other Governmental Entity, (iii)(A) the US Airways Slots have not been designated for the provision of essential air services under the regulations of the FAA, were not acquired pursuant to 14 C.F.R. § 93.219 and have not been designated for international operations, as more fully detailed in 14 C.F.R. § 93.217 and (B) to the extent covered by 14 C.F.R. § 93.227, US Airways and its Subsidiaries have used the US Airways Slots (or the US Airways Slots have been used by other air carriers) either at least 80% of the maximum amount that each US Airways Slot could have been used during each full and partial reporting period (as described in 14 C.F.R. § 93.227(i)) or such greater or lesser amount of minimum usage as may have been required to protect the Northwest Slots such US Airways Slot’s authorization from termination or withdrawal under regulations established by any Governmental Entity or airport authority, (iv) all reports required by the DOT, FAA or any other Governmental Entity. Neither Northwest Entity relating to the US Airways Slots have been filed in a timely manner and (v) except as set forth in Section 3.2(s)(v) of the US Airways Disclosure Letter, as of the date hereof, neither US Airways nor any of its Subsidiaries has agreed to any future US Airways Slot slide, US Airways Slot trade, US Airways Slot purchase, US Airways Slot sale or other transfer (other than of a temporary period of less than one year) of any of the Northwest SlotsUS Airways Slots outside the ordinary course of business consistent with past practice.