LOAN AND GUARANTEE AGREEMENT dated as of September 28, 2020 among FRONTIER AIRLINES, INC., as Borrower, the Guarantors party hereto from time to time, THE UNITED STATES DEPARTMENT OF THE TREASURY, and THE BANK OF NEW YORK MELLON, as Administrative...Loan and Guarantee Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
LOAN AND GUARANTEE AGREEMENT dated as of September 28, 2020 (this “Agreement”), among FRONTIER AIRLINES, INC., a corporation organized under the laws of Colorado (the “Borrower”), FRONTIER GROUP HOLDINGS, INC., a corporation organized under the laws of Delaware (the “Parent”), the Guarantors party hereto from time to time, the UNITED STATES DEPARTMENT OF THE TREASURY (“Treasury”) and THE BANK OF NEW YORK MELLON as Administrative Agent and Collateral Agent.
WARRANT AGREEMENTWarrant Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
WARRANT AGREEMENT dated as of January 15, 2021 (this “Agreement”), between Frontier Group Holdings, Inc., a corporation organized under the laws of Delaware (the “Company”) and the UNITED STATES DEPARTMENT OF THE TREASURY (“Treasury”).
Amended and Restated Employment AgreementEmployment Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Colorado
This Amended and Restated Employment Agreement (the “Agreement”) is made by and between Frontier Airlines, Inc., a Colorado corporation (“Frontier”), and James Dempsey (“Executive” and, together with Frontier, the “Parties”) effective as of April 13, 2017. This Agreement amends and restates the Employment Agreement entered into between the Parties effective as of March 12, 2014 (the “Prior Agreement”) supersedes in their entirety the Prior Agreement, that certain Consulting Agreement between the Parties dated March 12, 2014 (the “Consulting Agreement”) and any other agreement to which the Company is a party with respect to Executive’s employment or other service relationship with the Company.
AMENDED AND RESTATED IAE ENGINE BENEFITS AGREEMENT A321NEO AIRCRAFT (2022 AND 2023 DELIVERIES)Iae Engine Benefits Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
THIS AMENDED AND RESTATED IAE ENGINE BENEFITS AGREEMENT, dated as of December 22, 2020 (this “Agreement”), is among Vertical Horizons, Ltd., a Cayman Islands company (the “Borrower”), International Aero Engines, LLC, a Delaware limited liability company (the “Engine Manufacturer” or “IAE”), Bank of Utah, not in its individual capacity but solely as Security Trustee for the Lenders under the Credit Agreement (together with its successors and assigns in such capacity, the “Security Trustee”), and Frontier Airlines, Inc., a Colorado corporation (“Frontier”).
THIS GENERAL TERMS AGREEMENT NO. 6-13616 (hereinafter referred to as this Agreement) dated as of the 30th day of June, 2000, by and between CFM International, Inc. (hereinafter referred to as CFMI), a Delaware corporation jointly owned by General...General Terms Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
AMENDED AND RESTATED SIGNATORY AGREEMENT (U.S. Transactions)Signatory Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Minnesota
This Amended and Restated Signatory Agreement (this “Signatory Agreement”), dated as of November 5, 2013, is by and among Frontier Airlines Holdings Inc., a company organized under the laws of the State of Delaware (hereafter “Holdings”), Frontier Airlines, Inc., a company organized under the laws of the State of Colorado (“Frontier” and together with Holdings, “Carrier”), and U.S. Bank National Association, a national banking association, (“Member”). Carrier and Member shall be collectively referred to as the “Parties” and individually each a “Party”. Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to such terms in the MTOS, as defined in Section 1 below.
AMENDED AND RESTATED PHANTOM EQUITY INVESTMENT AGREEMENTPhantom Equity Investment Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Delaware
This Amended and Restated Phantom Equity Investment Agreement (this “Agreement”) is made as of December 3, 2013, by and among (a) Frontier Airlines, Inc., a Colorado corporation (the “Company”), (b) Falcon Acquisition Group, Inc., a Delaware corporation (“Falcon”), and (c) FAPAInvest, LLC, a Colorado limited liability company (“FAPAInvest”), acting as agent for and on behalf of those persons employed as of June 24, 2011 (the “Agreement Date”) as pilots by the Company (such persons, collectively, the “Participating Pilots”).
AIRBUS A321 AIRCRAFT PURCHASE AGREEMENT BETWEEN AIRBUS S.A.S as Seller AND FRONTIER AIRLINES, INC. as BuyerPurchase Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
Said Base Price has been established in accordance with the delivery conditions prevailing in ***** and has been calculated from the reference price indicated by CFM International and set forth in Part 2 of Exhibit C.
PROFESSIONAL SERVICES AGREEMENTProfessional Services Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Delaware
THIS PROFESSIONAL SERVICES AGREEMENT (this “Agreement”), dated as of December 3, 2013 and effective as of the Closing Date (as hereinafter used, as such term is defined in that certain Stock Purchase Agreement, dated as of September 30, 2013, by and between Republic Airways Holdings Inc., a Delaware corporation (“Seller”), and Falcon Acquisition Group, Inc., a Delaware corporation (“Buyer”) (as amended from time to time, the “Purchase Agreement”)), is made by and among Indigo Partners LLC, a Nevada limited liability company (the “Consultant”), Frontier Airlines Holdings, Inc., a Delaware corporation (“Frontier Holdings”), and Frontier Airlines, Inc., a Colorado corporation (the “Airline,” and together with Frontier Holdings, the “Company”).
LOGO] June 6, 2009 AMENDMENT NO. 1 TO GTA 6-13616 Frontier Airlines, Inc. Frontier Center One 7001 Tower Road Denver CO 80249-7312 CFM International, Inc. (“CFM”) and Frontier Airlines, Inc. (“Airline”) have entered into General Terms Agreement No....General Terms Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
FALCON ACQUISITION GROUP, INC. STOCK OPTION GRANT NOTICE AND STOCK OPTION AGREEMENTStock Option Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Delaware
Falcon Acquisition Group, Inc. (the “Company”), pursuant to its 2014 Equity Incentive Plan (the “Plan”), hereby grants to the participant set forth below (“Participant”), an Option to purchase the number of shares of the Company’s Common Stock (referred to herein as “Shares”) set forth below. This Option is subject to all of the terms and conditions as set forth herein and in the Stock Option Agreement attached hereto as Exhibit A (the “Stock Option Agreement”) and the Plan, each of which is incorporated herein by reference. Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Stock Option Grant Notice and the Stock Option Agreement.
Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10).Purchase Terms Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.
EMPLOYMENT AGREEMENTEmployment Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Colorado
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of June 25, 2012, by and between FRONTIER AIRLINES, INC., a Colorado corporation (the “Company”), and DANIEL M. SHURZ (the “Executive”).
Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10).Letter Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Indiana
Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.
Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10).A320 Family Purchase Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.
AMENDMENT NO. 3 to the A320 Family Aircraft Purchase Agreement dated as of September 30, 2011 between Airbus S.A.S And Frontier Airlines, Inc.A320 Family Aircraft Purchase Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Amendment No. 3 (the “Amendment”) is entered into as of October 31, 2014, between Airbus S.A.S., a société par actions simplifiée organized and existing under the laws of the Republic of France, having its registered office located at 1, Rond-Point Maurice Bellonte, 31700 Blagnac, France (the “Seller”), and Frontier Airlines, Inc., a corporation organized and existing under the laws of the State of Colorado, United States of America, having its principal corporate offices located at 7001 Tower Road, Denver, Colorado 80249-7312 USA (the “Buyer” and together with the Seller, the “Parties”).
AMENDMENT NO. 1 TO NAVITAIRE HOSTED SERVICES AGREEMENTNavitaire Hosted Services Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Amendment No. 1 to the NAVITAIRE Hosted Services Agreement (this “Amendment”), effective as of March 1, 2015 (“Amendment Effective Date”) is entered into by and between Navitaire LLC, a Delaware limited liability company (“NAVITAIRE”) and Frontier Airlines, Inc., a Colorado corporation, (“Customer”). Initially capitalized terms used but not otherwise defined herein shall have the meanings assigned to such terms in the Agreement (as defined below).
Amendment No. 1 to RATE PER FLIGHT HOUR AGREEMENT NO. 1-2494673211Rate Per Flight Hour Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Amendment No. 1 (this “Amendment”) to the CFM Rate per Flight Hour Agreement No. 1-2494673211 (the “Service Agreement”) is made and entered into this 29th day of August, 2017 to be effective as of September 9, 2016 (the “Effective Date”), by and between CFM International, Inc. (“CFM”) and Frontier Airlines, Inc. (“AIRLINE”) (CFM and AIRLINE being hereinafter collectively referred to as the “Parties”). Capitalized terms used and not otherwise defined herein shall have the meanings as set forth in the Service Agreement.
Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10).A321xlr Performance Guarantees Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.
AMENDMENT TO AMENDED AND RESTATED PHANTOM EQUITY INVESTMENT AGREEMENTPhantom Equity Investment Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
WHEREAS, Frontier Airlines, Inc. (the “Company”), Frontier Group Holdings, Inc. (formerly known as Falcon Acquisition Group, Inc.) (“Falcon”) and FAPAInvest, LLC (“FAPAInvest”) (collectively, the “Parties”) entered into the Amended and Restated Phantom Equity Investment Agreement (the “Restated Agreement”) as of December 3, 2013;
Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10).Letter Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Indiana
Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.
AMENDMENT NO. 10 to A320 Family Aircraft Purchase Agreement dated as of September 30, 2011 between Airbus S.A.S. and Frontier Airlines, Inc.A320 Family Aircraft Purchase Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Amendment No. 10 (this “Amendment”) is entered into as of December 2, 2020, between Airbus S.A.S., a société par actions simplifiée organized and existing under the laws of France, having its registered office located at 2, Rond-Point Emile Dewoitine, 31700 Blagnac, France (the “Seller”), and Frontier Airlines, Inc., a corporation organized and existing under the laws of the State of Colorado, United States of America, having its principal corporate offices located at 4545 Airport Way, Denver, Colorado 80239 USA (the “Buyer” and, together with the Seller, the “Parties”).
SECOND AMENDED AND RESTATED LETTER AGREEMENT NO. 2Letter Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Second Amended and Restated Letter Agreement No. 2 (hereinafter referred to as this “Letter Agreement”) is entered into as of October 9, 2019 between FRONTIER AIRLINES, INC. (the “Buyer”) and AIRBUS S.A.S. (the “Seller”).
FIFTH AMENDED AND RESTATED CFMI ENGINE BENEFITS AGREEMENT A320NEO AIRCRAFTCfmi Engine Benefits Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
THIS FIFTH AMENDED AND RESTATED CFMI ENGINE BENEFITS AGREEMENT, dated as of March 19, 2020 (this “Agreement”), is among Vertical Horizons, Ltd., a Cayman Islands company (the “Borrower”), CFM International, Inc., a Delaware corporation (the “Engine Manufacturer” or “CFMI”), Bank of Utah, not in its individual capacity but solely as Security Trustee for the Lenders under the Credit Agreement (together with its successors and assigns in such capacity, the “Security Trustee”), and Frontier Airlines, Inc., a Colorado limited liability company (“Frontier”).
FOURTH OMNUBUS AMENDMENT TO SIGNATORY AGREEMENTSOmnibus Amendment to Signatory Agreements • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Minnesota
THIS FOURTH OMNIBUS AMENDMENT TO SIGNATORY AGREEMENTS (this “Amendment”) is entered into as of the last date set forth on the signature page hereto, by and among Frontier Airlines Holdings, Inc. (“Holdings”), Frontier Airlines, Inc. (“Frontier” and together with Holdings, “Carrier”), U.S. Bank National Association, a national banking organization, (“U.S. Bank”), U.S. Bank National Association acting through its Canadian branch, (“U.S. Bank Canada”), and Elavon Canada Company (“Elavon Canada,” and together with U.S. Bank and U.S. Bank Canada, the “Members” and each a “Member”). Carrier and the Members shall be collectively referred to as the “Parties” and individually each a “Party”.
AMENDMENT NO. 2 to the A320 Family Aircraft Purchase Agreement dated as of September 30, 2011 between Airbus S.A.S And Frontier Airlines, Inc.A320 Family Aircraft Purchase Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Amendment No. 2 (the “Amendment”) is entered into as of December 3, 2013, between Airbus S.A.S., a société par actions simplifiée organized and existing under the laws of the Republic of France, having its registered office located at 1, Rond-Point Maurice Bellonte, 31700 Blagnac, France (the “Seller”), and Frontier Airlines, Inc., a corporation organized and existing under the laws of the State of Colorado, United States of America, having its principal corporate offices located at 7001 Tower Road, Denver, Colorado 80249-7312 USA (the “Buyer” and together with the Seller, the “Parties”).
Frontier Airlines, Inc. Denver, CO 80239 Re: Amendments to Loan and Guarantee AgreementLoan and Guarantee Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
Reference is made to that certain Loan and Guarantee Agreement, dated as of September 28, 2020 (the “Existing Loan and Guarantee Agreement”, and as amended hereby and as may be further amended, supplemented and restated or otherwise modified from time to time, the “Loan and Guarantee Agreement”), among Frontier Airlines, Inc., a corporation organized under the laws of Colorado (the “Borrower”), Frontier Group Holdings, Inc., a corporation organized under the laws of Delaware (the “Parent”), the United States Department of the Treasury (“Treasury”) and The Bank of New York Mellon as Administrative Agent and Collateral Agent. Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to such terms in the Loan and Guarantee Agreement.
Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10).Letter Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.
Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10).A320 Family Aircraft Purchase Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Indiana
Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.
AMENDMENT NO. 4 to the A320 Family Aircraft Purchase Agreement dated as of September 30, 2011 between Airbus S.A.S. and Frontier Airlines, Inc.A320 Family Aircraft Purchase Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Amendment No. 4 (this “Amendment”) is entered into as of August 7, 2017, between Airbus S.A.S., a société par actions simplifiée organized and existing under the laws of the Republic of France, having its registered office located at 2, Rond-Point Emile Dewoitine, 31700 Blagnac, France (the “Seller”), and Frontier Airlines, Inc., a corporation organized and existing under the laws of the State of Colorado, United States of America, having its principal corporate offices located at 7001 Tower Road, Denver, Colorado 80249-7312 USA (the “Buyer” and together with the Seller, the “Parties”).
AMENDMENT NO. 1 to the A320 Family Aircraft Purchase Agreement dated as of September 30, 2011 between Airbus S.A.S And Republic Airways Holdings Inc.A320 Family Aircraft Purchase Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Amendment No. 1 (the “Amendment”) is entered into as of January 10, 2013, between Airbus S.A.S., a société par actions simplifiée organized and existing under the laws of the Republic of France, having its registered office located at 1, Rond-Point Maurice Bellonte, 31700 Blagnac, France (the “Seller”), and Republic Airways Holdings Inc., a corporation organized and existing under the laws of the State of Delaware, United States of America, having its principal corporate offices located at 8909 Purdue Road, Suite 300, Indianapolis, Indiana 46268 USA (the “Buyer” and together with the Seller, the “Parties”).
AIRPORT USE AND LEASE AGREEMENT Between CITY AND COUNTY OF DENVER and FRONTIER AIRLINES, INC. at DENVER INTERNATIONAL AIRPORTAirport Use and Lease Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
THIS AIRPORT USE AND LEASE AGREEMENT (the “Agreement”), made and entered into as of the date indicated on the City’s signature page, by and between the CITY AND COUNTY OF DENVER, a municipal corporation of the State of Colorado, (the “CITY”), Party of the First Part, and FRONTIER AIRLINES, INC., a corporation organized and existing under and by virtue of the laws of Colorado, and authorized to do business in the State of Colorado, (hereinafter referred to as the “AIRLINE”), Party of the Second Part;
Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10).Letter Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.
GENERAL TERMS AGREEMENT NO. CFM-1-2576101711General Terms Agreement • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
THIS GENERAL TERMS AGREEMENT NO. 1-2576101711 (hereinafter referred to as this “Agreement”), dated as of the 17th day of October, 2011, by and between CFM International, Inc. (hereinafter referred to as “CFM”), a corporation organized under the law of the State of Delaware, U.S.A., and jointly owned by the General Electric Company (hereinafter referred to as “GE”) and Snecma Moteurs (hereinafter referred to as “SNECMA”) and Republic Airways Holdings Inc., a corporation organized under the law of Delaware (hereinafter referred to as “Airline”). CFM and Airline are also referred to in this Agreement as the “Parties” or individually as a “Party”.
THIRD OMNUBUS AMENDMENT TO SIGNATORY AGREEMENTSOmnibus Amendment to Signatory Agreements • February 26th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Minnesota
THIS THIRD OMNIBUS AMENDMENT TO SIGNATORY AGREEMENTS (this “Amendment”) is entered into as of the last date set forth on the signature page hereto, by and among Frontier Airlines Holdings, Inc. (“Holdings”), Frontier Airlines, Inc. (“Frontier” and together with Holdings, “Carrier”), U.S. Bank National Association, a national banking organization, (“U.S. Bank”), U.S. Bank National Association acting through its Canadian branch, (“U.S. Bank Canada”), and Elavon Canada Company (“Elavon Canada,” and together with U.S. Bank and U.S. Bank Canada, the “Members” and each a “Member”), Carrier and the Members shall be collectively referred to as the “Parties” and individually each a “Party”.
