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EXHIBIT 10.2
FIRST AMENDMENT TO
SEPARATION AGREEMENT
THIS FIRST AMENDMENT TO SEPARATION AGREEMENT (the "FIRST AMENDMENT") is
entered into as of the 5th day of June, 1998, by and among, Kitty Hawk, Inc., a
Delaware corporation (collectively with its subsidiaries, unless the context
otherwise requires, the "COMPANY"), M. Xxx Xxxxxxxxxxx ("XXXXXXXXXXX"), Xxxxxx
X. Kalitta ("KALITTA"), Kalitta Motorsports, L.L.C., a Michigan limited
liability company ("MOTORSPORTS"), Kalitta L.L.C., a Michigan limited liability
company ("KALITTA LLC"), American International Airways, Inc., a Michigan
corporation ("AIA"), American International Travel, Inc., a Michigan corporation
("AIT"), Flight One Logistics, Inc., a Michigan corporation ("FOL"), Kalitta
Flying Service, Inc., a Michigan corporation ("KFS") and O.K. Turbines, Inc., a
Michigan corporation ("OKT"). AIA, AIT, FOL, KFS and OKT shall be collectively
referred to as the "Kalitta Companies."
WITNESSETH
WHEREAS, the Company, Kalitta and certain other parties entered into
that certain Separation Agreement, dated as of April 17, 1998 (the "SEPARATION
AGREEMENT"); and
WHEREAS, Section 3 of the Separation Agreement provided Kalitta with
certain demand registration rights with respect to 2,300,000 shares of common
stock in the Company beneficially owned by Kalitta; and
WHEREAS, the parties hereto desire to amend the Separation Agreement to
change the period during which the Company shall be required to file a
registration statement relating to such common stock following exercise by
Kalitta of such demand rights;
NOW, THEREFORE, in consideration of the Separation Agreement and this
First Amendment, and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged by the parties hereto, they hereby
agree that the definition of "Required Filing Date" set forth in Section 1 of
the Separation Agreement is hereby deleted in its entirety and replaced with the
following:
"Required Filing Date" means the thirtieth (30th) day following receipt
by the Company of a Demand Request.
Except as modified by the foregoing paragraph, the Separation Agreement
shall remain in full force and effect.
This document may be executed in one or more counterparts, each of
which shall constitute an original, and all of which together constitute one and
the same instrument.
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The parties hereto have duly executed this First Amendment as of the
date first written above.
KITTY HAWK, INC. AMERICAN INTERNATIONAL TRAVEL, INC.
By: /s/ M. XXX XXXXXXXXXXX By: /s/ XXXXXXX X. XXXXXXXXX
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Name: M. Xxx Xxxxxxxxxxx Name: Xxxxxxx X. Xxxxxxxxx
Title: Chairman and Chief Executive Officer Title: Vice President
/s/ M. XXX XXXXXXXXXXX FLIGHT ONE LOGISTICS, INC.
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M. Xxx Xxxxxxxxxxx
/s/ XXXXXX X. KALITTA By: /s/ XXXXXX X. XXXXXXXXX
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Xxxxxx X. Kalitta Name: Xxxxxx X. Xxxxxxxxx
Title: President
KALITTA MOTORSPORTS, L.L.C. KALITTA FLYING SERVICE, INC.
By: /s/ XXXXXX X. KALITTA By: /s/ XXXXXX X. XXXXXXXXX
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Name: Xxxxxx X. Kalitta Name: Xxxxxx X. Xxxxxxxxx
Title: Authorized Member Title: President
KALITTA L.L.C. O.K. TURBINES, INC.
By: /s/ XXXXXX X. KALITTA By: /s/ XXXXXX X. XXXXXXXXX
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Name: Xxxxxx X. Kalitta Name: Xxxxxx X. Xxxxxxxxx
Title: Authorized Member Title: President
AMERICAN INTERNATIONAL AIRWAYS, INC.
By: /s/ XXXXXXX X. XXXXXXXXX
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Name: Xxxxxxx X. Xxxxxxxxx
Title: Vice President
