0000950152-07-002891 Sample Contracts

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”).

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AMENDED AND RESTATED NOTE
Airnet Systems Inc • March 30th, 2007 • Air transportation, scheduled

This Note is issued pursuant to, and is entitled to the benefits of, the Second Amended and Restated Credit Agreement dated as of March 29, 2007 (which, as it may be amended, modified, supplemented, extended, restated and/or replaced from time to time, is herein called the “Agreement”), between the Borrower and Lender, which was given as an amendment and restatement to the First Amended and Restated Credit Agreement, 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.

SECOND AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • March 30th, 2007 • Airnet Systems Inc • Air transportation, scheduled • Ohio

This Second Amended and Restated Credit Agreement, dated as of March 29, 2007, is among AirNet Systems, Inc., an Ohio corporation, The Huntington National Bank, a national banking association, in its capacity as Administrative Agent for the Lender hereunder, and The Huntington National Bank, a national banking association, as the Lender hereunder. The parties hereto agree as follows:

FORM OF STOCK OPTION AGREEMENT (Director Option — 2004 Stock Incentive Plan)
Form of 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 January 2, 2007 (the “GRANT DATE”), by and between AirNet Systems, Inc., an Ohio corporation (the “COMPANY”), and ___(the “OPTIONEE”).

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