EXHIBIT 10.5 EMPLOYMENT AGREEMENT This Agreement is made as of January 1, 2001, between AIRNET SYSTEMS, INC., (the "Company") and WILLIAM R. SUMSER (the "Employee"), who hereby agree as follows: 1. EMPLOYMENT OF EMPLOYEE. The Company hereby employs...Employment Agreement • March 28th, 2001 • Airnet Systems Inc • Air transportation, scheduled • Ohio
STOCK PURCHASE AGREEMENT This AGREEMENT made and entered into as of July 14, 1997 among (i) AirNet Systems, Inc., an Ohio corporation ("Buyer"), (ii) Carole E. Aasen ("Aasen"),individually, and (iii) Carole E. Aasen, as sole trustee under the Carole...Stock Purchase Agreement • August 13th, 1997 • Airnet Systems Inc • Air transportation, scheduled • Ohio
dated as ofStock Purchase Agreement • March 30th, 1999 • Airnet Systems Inc • Air transportation, scheduled • Ohio
Exhibit 10.13 SUBLEASE AGREEMENT DATED JULY 1, 1996 BETWEEN GERALD G. MERCER AND AIRNET SYSTEMS, INC. S U B L E A S E TABLE OF CONTENTS INTRODUCTORY STATEMENT-------------------------------------------------------1 ARTICLE I. GRANT AND...Sublease Agreement • December 20th, 1996 • Airnet Systems Inc • Air transportation, scheduled • Ohio
BACKGROUNDSubordination Agreement • March 27th, 2000 • Airnet Systems Inc • Air transportation, scheduled • Michigan
EXHIBIT 10.2 CONFIDENTIAL AGREEMENT This Agreement is entered by and between Donald D. Strench ("Strench") and AirNet Systems, Inc., an Ohio corporation ("AirNet"). WHEREAS, Strench is currently employed by, and is an officer of, AirNet; WHEREAS,...Confidentiality Agreement • March 30th, 1999 • Airnet Systems Inc • Air transportation, scheduled
AGREEMENTResignation Agreement • March 30th, 1999 • Airnet Systems Inc • Air transportation, scheduled • Ohio
AGREEMENT AND PLAN OF MERGER dated as of April 14, 1998 among Q INTERNATIONAL COURIER, INC. (the "Company") ROBERT J. MITZMAN (the "Primary Stockholder") The other stockholders of the Company listed on the signature pages hereof (the "Other...Merger Agreement • May 14th, 1998 • Airnet Systems Inc • Air transportation, scheduled • Ohio
RECITALCredit Agreement • March 27th, 2000 • Airnet Systems Inc • Air transportation, scheduled
ARTICLE IPlan and Agreement of Reorganization • February 14th, 1997 • Airnet Systems Inc • Air transportation, scheduled
Exhibit 2(b) Plan and Agreement of Merger, dated September 30, 1996, among AirNet Systems, Inc., AirNet Merger Corporation and Float Control, Inc. PLAN AND AGREEMENT OF MERGER This PLAN AND AGREEMENT OF MERGER (sometimes hereinafter called the "MERGER...Merger Agreement • February 14th, 1997 • Airnet Systems Inc • Air transportation, scheduled • Ohio
ASSIGNMENT AND ASSUMPTION OF LEASES This Agreement is made and entered into to be effective as of the _____ day of October, 1997 (the "Effective Date"), by and between Gerald G. Mercer (aka Jerry G. Mercer) ("Assignor"), and AirNet Systems, Inc., an...Assignment and Assumption of Leases • November 13th, 1997 • Airnet Systems Inc • Air transportation, scheduled
AIRNET SYSTEMS, INC. Loan and Security Agreement Loan Number: 1000119649Loan and Security Agreement • November 15th, 2004 • Airnet Systems Inc • Air transportation, scheduled • Ohio
This Agreement is dated as of June 29, 2004 and is executed by and between BANC ONE LEASING CORPORATION (“Lender”), with Lender’s principal office located at 1111 Polaris Parkway, Suite A3 (OH1-1085), Columbus, Ohio 43240 and the borrower identified below (“Borrower”):
AIRNET SYSTEMS, INC. Business Purpose Promissory NotePromissory Note • November 15th, 2004 • Airnet Systems Inc • Air transportation, scheduled
This Note is executed together with the Loan and Security Agreement dated as of June 30, 2004 (the “Loan Agreement”) and is executed at Columbus, Ohio.
AIRNET SYSTEMS, INC. Corporate GuarantyCorporate Guaranty • November 15th, 2004 • Airnet Systems Inc • Air transportation, scheduled • Ohio
Loan Documents: all documents executed by Borrower in connection with Loan No. 1000119771, including the Loan and Security Agreement (the “Loan Agreement”) and the Business Purpose Promissory Note
EXHIBIT 10.6 Confidential Agreement By and Between AirNet Systems, Inc. And Joel E. Biggerstaff This agreement is entered into by and between AirNet Systems, Inc. ("AirNet"), an Ohio corporation, and Joel E. Biggerstaff ("Biggerstaff"). WHEREAS,...Confidential Agreement • March 27th, 2000 • Airnet Systems Inc • Air transportation, scheduled
EXHIBIT 4 AIRNET SYSTEMS, INC. LOAN AGREEMENT dated as of August 1, 1998 The Lenders party hereto,Loan Agreement • March 30th, 1999 • Airnet Systems Inc • Air transportation, scheduled • Michigan
FOR BRUCE D. PARKEREmployment Agreement • January 4th, 2007 • Airnet Systems Inc • Air transportation, scheduled • Ohio
RECITALSCredit Agreement • March 27th, 2000 • Airnet Systems Inc • Air transportation, scheduled
STOCK PURCHASE AGREEMENT (Standard Form)Stock Purchase Agreement • January 15th, 2003 • Airnet Systems Inc • Air transportation, scheduled • Texas
AGREEMENTResignation and Non-Competition Agreement • August 14th, 2001 • Airnet Systems Inc • Air transportation, scheduled • Ohio
Directors), applicable to similarly situated executive officers of the Company (the "Bonus"). The Company shall pay the Base Salary to the Employee in equal installments in accordance with the Company's regular payroll practices. The Company shall pay...Employment Agreement • May 20th, 1998 • Airnet Systems Inc • Air transportation, scheduled • Ohio
C#: 44097 L#: 44098 Ls#: 8800021447Security Agreement • May 14th, 2002 • Airnet Systems Inc • Air transportation, scheduled
THIS AMENDMENT dated as of May 10, 2002 amends that certain Security Agreement dated as of January , 2002 (the “Agreement”) between Key Equipment Finance, a Division of Key Corporate Capital Inc., as lender, and AIRNET SYSTEMS, INC., as Borrower. Unless otherwise specified herein, all capitalized terms shall have the meanings ascribed to them in the Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • May 6th, 2005 • Airnet Systems Inc • Air transportation, scheduled • Ohio
This Agreement is made as of May 3 , 2005, between AIRNET SYSTEMS, INC., (the “Company”) and GARY W. QUALMANN (the “Employee”), who hereby agree as follows:
REPLACEMENT REVOLVING LOAN NOTEReplacement Revolving Loan Note • March 31st, 2005 • Airnet Systems Inc • Air transportation, scheduled
This Note is one of the Notes issued pursuant to, and is entitled to the benefits of, the Amended and Restated Credit Agreement dated as of May 28, 2004, as amended by that certain Change in Terms Agreement dated November 12, 2004, by that certain Second Change in Terms Agreement, dated of even date herewith (the “Second Change in Terms”), and as the same may be further amended, modified, supplemented, extended, restated and replaced from time to time (the “Agreement”), among the Borrower, the Lenders party thereto, including the Lender, the Swingline Lender, the LC Issuer and The Huntington National Bank, as Administrative Agent, to which Agreement reference is hereby made for a statement of the terms and conditions governing this Note, including the terms and conditions under which this Note may be prepaid or its maturity date accelerated. Capitalized terms used herein and not otherwise defined herein are used with the meanings attributed to them in the Agreement.
SUBSIDIARY GUARANTYSubsidiary Guaranty • June 22nd, 2004 • Airnet Systems Inc • Air transportation, scheduled
THIS SUBSIDIARY GUARANTY (this “Guaranty”) is made as of the 28th day of May, 2004, by timexpress.com, inc., an Ohio corporation (“Subsidiary Guarantor”) in favor of the Administrative Agent, for the benefit of the Lenders, the Swingline Lender and the LC Issuer under the Agreement referred to below.
C#: 44097 L#: 44098 Ls#: 8800021447Security Agreement • May 14th, 2002 • Airnet Systems Inc • Air transportation, scheduled • New York
THIS SECURITY AGREEMENT (this “Agreement” or “Security Agreement”) dated as of January , 2002 is made by and between AIRNET SYSTEMS, INC., an Ohio corporation having its chief executive office at 3939 INTERNATIONAL GATEWAY, COLUMBUS, OH 43219 (the “Borrower”), and Key Equipment Finance, a Division of Key Corporate Capital Inc. and assigns, having an office at 66 South Pearl Street, Post Office Box 1865, Albany, NY 12207-1865 (“KEF”).
LAND LEASE AT RICKENBACKER INTERNATIONAL AIRPORT BETWEEN COLUMBUS REGIONAL AIRPORT AUTHORITY AND AIRNET SYSTEMS, INC.Land Lease • February 24th, 2004 • Airnet Systems Inc • Air transportation, scheduled • Ohio
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 3rd, 2008 • Airnet Systems Inc • Air transportation, scheduled • Ohio
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of this 31st day of March, 2008 by and between AirNet Systems, Inc., an Ohio corporation (together with any successor thereto, the “Company”), and AirNet Holdings, Inc., a Delaware corporation (the “Stockholder”).
WITNESSETH:Subsidiary Guaranty • March 27th, 2000 • Airnet Systems Inc • Air transportation, scheduled • Michigan
STOCK OPTION AGREEMENT (Nonstatutory Stock Options — 2004 Stock Incentive Plan)Stock Option Agreement • March 30th, 2007 • Airnet Systems Inc • Air transportation, scheduled • Ohio
This Stock Option Agreement (this “Agreement”) is made to be effective as of December 28, 2006 (the “Grant Date”), by and between AirNet Systems, Inc., an Ohio corporation (the “Company”), and Bruce D. Parker (the “Optionee”).
BUSINESS PURPOSE PROMISSORY NOTE (fixed rate//principal and interest) Loan Number: 1000122039Promissory Note • March 31st, 2005 • Airnet Systems Inc • Air transportation, scheduled
For value received, receipt of which is hereby acknowledged, the undersigned (“Borrower”) promises to pay to the order of CHASE EQUIPMENT LEASING INC. (f/k/a Banc One Leasing Corporation) (“Lender”) at its principal office or at such other place as Lender may designate from time to time in lawful money of the United States of America, the principal sum of ELEVEN MILLION and 00/100ths Dollars ($11,000,000.00), or such lesser portion thereof as may have from time to time been disbursed to, or for the benefit of Borrower, and as remains unpaid pursuant to the books or records of Lender, together with interest at the Interest Rate set forth below on the unpaid balance of principal advanced from the date(s) of disbursement until paid in full as set forth below. Principal sums(s) disbursed and repaid will not be available for redisbursement. Interest shall be calculated on a 360-day year basis with each month consisting of 30 days.
AGREEMENT AND PLAN OF MERGER dated as of March 31, 2008 Among AIRNET SYSTEMS, INC., AIRNET HOLDINGS, INC. And AIRNET ACQUISITION, INC.Merger Agreement • April 3rd, 2008 • Airnet Systems Inc • Air transportation, scheduled • Ohio
AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of March 31, 2008, by and among AirNet Systems, Inc., an Ohio corporation (the “Company”), AirNet Holdings, Inc., a Delaware corporation (the “Parent”), and AirNet Acquisition, Inc., an Ohio corporation and a wholly owned subsidiary of the Parent (the “Merger Sub”).
FIFTH CHANGE IN TERMS AGREEMENTChange in Terms Agreement • November 17th, 2006 • Airnet Systems Inc • Air transportation, scheduled • Ohio
THIS FIFTH CHANGE IN TERMS AGREEMENT (this “Change in Terms”), is made and entered into effective as of November 10, 2006, by and between AirNet Systems, Inc., an Ohio corporation (“Borrower”) and The Huntington National Bank, a national banking association, with a banking office at 41 South High Street, Columbus, Ohio 43215, in its capacity as administrative agent (“Agent”) for and on behalf of the Lenders from time to time party to the Credit Agreement described below. Each capitalized term used but not otherwise defined herein shall have the meaning ascribed to it in the Credit Agreement.
EXHIBIT 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE ---------------------------------------- This Agreement is entered into as of this 28th day of December, 2006, between AirNet Systems, Inc. ("AirNet") and Joel Biggerstaff ("Biggerstaff"). WHEREAS,...Separation Agreement • January 4th, 2007 • Airnet Systems Inc • Air transportation, scheduled • Ohio
