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EXHIBIT 10.55
ENGINE MAINTENANCE AGREEMENT
BETWEEN
ATLAS AIR, INC.
AND
GENERAL ELECTRIC COMPANY
Proposal No. ESD-96-232I
June, 1996
This Proposal Shall Remain Valid Through June 7, 1996
PROPRIETARY INFORMATION
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PROPRIETARY INFORMATION NOTICE
The information contained in this document is disclosed in confidence. It is
the property of GE and shall not be used, disclosed to others, or reproduced
without the express written consent of GE. If consent is given for
reproduction in whole or in part, this notice shall appear on any such
reproduction, in whole or in part.
TABLE OF CONTENTS
[REDACTED]
RECITALS
[REDACTED]
CF6-5OE2 ENGINE MAINTENANCE AGREEMENT
THIS AGREEMENT, by and between General Electric Company, a corporation
organized and existing under the law of the State of New York, U.S.A. and
having an office in Cincinnati, Ohio, ("GE"), and Atlas Air, Inc., a
corporation organized under the law of Delaware, with its principal place of
business at Building ▇▇▇, ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇
▇▇▇▇, ▇.▇.▇. ("Buyer").
SECTION 1 - COMMERCIAL TERMS
ARTICLE I. - INTRODUCTION
A. Coverage
This Engine Maintenance Agreement ("the Agreement") will cover the
maintenance of CF6-50E2 Engines operated by Buyer in its B747
aircraft fleet ("Eligible Engines") as follows:
1. Services covered on a Maintenance Cost Per Hour ("MCPH") basis as
specified in Section 2 - Article I., "Scope of Work", Paragraph A,
below; and,
2. Other Services covered on a Time and Material ("T&M") basis and
defined in Section 2 - Article I., "Scope of Work" [REDACTED].
3. This Agreement shall remain in full force and effect until
September 30, 2006 [REDACTED] unless extended by mutual agreement
or, at GE's option, to achieve up to one hundred twenty (120)
months coverage under this Agreement for individual Engines added
after the Effective Date. Services set forth in this Agreement
shall commence thirty (30) days after the Effective Date.
B. Specification
The Buyer's CF6-50E2 Engines will be inspected, Repaired, modified,
and tested in accordance with GE's MCPH Engine Repair
Specification in coordination with FAA approved manufacture's
Engine Manuals and Service Bulletins and other associated technical
documents.
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C. Configuration
Buyer and GE shall mutually define an external Equipment configuration
specification for Equipment to be covered under this Agreement.
ARTICLE II. - PRICE AND PRICE ADJUSTMENT
[REDACTED]
E. Addition or Removal of Engines
1. Addition of Engines under this Agreement shall be as follows:
a) Engines over and above those contemplated by [REDACTED]
which are transitioned into the Buyer fleet after the
execution of this Agreement, will be included at Buyer's
written request and GE's concurrence. Such written
request shall include Engine serial number, aircraft
identification (including previous owner), TSN, TSLV, CSN,
CSLV and Component identification by serial number.
b) Inclusion shall be mutually agreed upon and the date for
inclusion may be retroactive. Engines requested by Buyer
to be included in MCPH will be evaluated by GE and the
parties will negotiate any adjustments to the MCPH pricing
considering but not limited to, LLP life remaining, Engine
age versus fleet average and workscope for the Engine's
last shop visit. Engines will be included in MCPH after
such negotiation.
2. Removal of Engines from this Agreement shall be as follows:
Selection of Engines to be phased out of this Agreement shall
be mutually agreed upon by GE and Buyer. GE and Buyer shall
negotiate any adjustment to the MCPH Rate and/or credits, if
applicable.
3. Basis for Addition Over and Above Those Contemplated By
[REDACTED] or Removal of Engines [REDACTED].
a) Adjustments for addition or removal of used Engines
[REDACTED] to/from MCPH will consider, but not be limited
to, GE maintenance cost baselines, severity ratios,
time/cycles since new, workscope history, EGT margin and
Life limited part replacement experience.
b) New Engines may be added to MCPH during any Pricing Period
at a Rate no higher than the then current Rate for that
Pricing Period included in the Agreement. At the
completion of each year, GE will propose and the parties
shall negotiate adjustments to subsequent Pricing Periods
to account for the addition of the New Engines during that
year. In the event the parties, after good faith
negotiations, cannot reach agreement on adding new Engines
to MCPH, such new Engines may, at Buyer's election, be
Repaired as Supplemental Work. New Engines are defined as
those with zero (0) flying hours since new.
c) Used Engines may be added to MCPH on the same basis as
specified in Paragraph b., above, for new Engines after
Buyer, at its option, either (1) makes payment to GE in a
lump sum an amount equal to the then current MCPH Rate
multiplied by the EFH for that used Engine since new or
its last shop visit, whichever occurred last, or
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(2) such used Engine has been Redelivered to Buyer after
Buyer has Delivered the used Engine to GE for a shop
visit on a Supplemental Work basis.
[REDACTED]
ARTICLE III. - TERMS OF PAYMENT
[REDACTED]
SECTION 2 - TECHNICAL
ARTICLE I.- SCOPE OF WORK
A. Scope of MCPH:
1. MCPH Qualifying Shop Visits
Buyer's Engines meeting any of the following criteria shall be
eligible for maintenance on a MCPH basis ("Qualifying Shop
Visit"):
a) The shop visit is necessary to correct a known defect,
failure, or performance deterioration which is beyond
service limits and cannot be corrected on-wing (See
Paragraph e., below).
b) The shop visit is necessary to comply with an
Airworthiness Directive issued by the FAA or with
recommendations contained in GE's Mandatory Compliance
Service Bulletins.
c) The shop visit is necessary to comply with a GE written
recommendation requiring shop visits of Engines at
scheduled intervals.
d) The shop visit is necessary to replace Life Limited Parts
("LLP").
e) The shop visit is necessary because troubleshooting in
accordance with the applicable Engine Maintenance Manual
by Buyer on-wing could not resolve the problem. Such
Qualifying Shop Visits shall be included as MCPH
Qualifying Shop Visits if GE's designated Senior Field
Service Representative or his duly authorized alternate is
in agreement that required maintenance could not
reasonably have been accomplished on-wing.
f) The shop visit occurs as maintenance for convenience with
prior written concurrence from GE.
[REST OF AGREEMENT, INCLUDING APPENDICES AND ATTACHMENT REDACTED]
