0000950153-08-000058 Sample Contracts

JOINT VENTURE CONTRACT
Joint Venture Contract • January 15th, 2008 • Mesa Air Group Inc • Air transportation, scheduled

THIS CONTRACT (“Contract”) is made in Beijing, the People’s Republic of China on this twenty second day of December, 2006 by and between Shenzhen Airlines Co., Ltd. (hereinafter referred to as “Party A”), Ping Shan SRL (hereinafter referred to as “Party B”), and Shan Yue SRL (hereinafter referred to as “Party C”). Party A, Party B, and Party C shall hereinafter be referred to individually as a “Party” and collectively as the “Parties”.

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AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
Employment Agreement • January 15th, 2008 • Mesa Air Group Inc • Air transportation, scheduled

This AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of November 20, 2007, by and between Mesa Air Group, Inc., a Nevada corporation (the “Company”), and Brian S. Gillman (“Executive”).

THIRD AMENDMENT TO UNITED EXPRESS AGREEMENT
Express Agreement • January 15th, 2008 • Mesa Air Group Inc • Air transportation, scheduled

This Amendment to the United Express Agreement (the “Amendment”) is effective as of August 28, 2007 by and between UNITED AIR LINES, INC., a Delaware corporation, with its operations center located at 1200 East Algonquin Road, Elk Grove Township, Illinois 60007 (“United”), and MESA AIR GROUP, INC., a Nevada corporation, having its principal mailing address at 410 N 44th St. Suite 700, Phoenix, AZ 85008 (“Mesa” or “Contractor”).

SEVENTH AMENDMENT TO CODE SHARE AND REVENUE SHARING AGREEMENT AND SETTLEMENT, ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • January 15th, 2008 • Mesa Air Group Inc • Air transportation, scheduled

THIS SEVENTH AMENDMENT TO CODE SHARE AND REVENUE SHARING AGREEMENT AND SETTLEMENT, ASSIGNMENT AND ASSUMPTION AGREEMENT (“Seventh Amendment”) is made and entered into as of September 10, 2007 (the “Effective Date”) by and among AMERICA WEST AIRLINES, INC., a Delaware corporation (“AWA”), US AIRWAYS, INC., a Delaware corporation (“US Airways”), MESA AIRLINES, INC., a Nevada corporation (“Mesa”), AIR MIDWEST, INC. a Kansas corporation (“AM”), and FREEDOM AIRLINES, INC., a Nevada corporation (“Freedom”). Mesa, AM and Freedom are referred to collectively as the “Mesa Group”.

AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
Employment Agreement • January 15th, 2008 • Mesa Air Group Inc • Air transportation, scheduled

This AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of November 20, 2007, by and between Mesa Air Group, Inc., a Nevada corporation (the “Company”), and Michael J. Lotz (“Executive”).

FOURTH AMENDMENT TO UNITED EXPRESS AGREEMENT
United Express Agreement • January 15th, 2008 • Mesa Air Group Inc • Air transportation, scheduled

This Amendment to the United Express Agreement (the “Amendment”) is effective as of August 28, 2007 by and between UNITED AIR LINES, INC., a Delaware corporation, with its operations center located at 1200 East Algonquin Road, Elk Grove Township, Illinois 60007 (“United”), and MESA AIR GROUP, INC., a Nevada corporation, having its principal mailing address at 410 N 44th St. Suite 700, Phoenix, AZ 85008 (“Mesa” or “Contractor”).

AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT
Employment Agreement • January 15th, 2008 • Mesa Air Group Inc • Air transportation, scheduled

This AMENDMENT NO. 1 TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of November 20, 2007, by and between Mesa Air Group, Inc., a Nevada corporation (the “Company”), and Jonathan G. Ornstein (“Executive”).

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