0001193125-20-191135 Sample Contracts

PAYROLL SUPPORT PROGRAM AGREEMENT
Payroll Support Program Agreement • July 10th, 2020 • Harbor Diversified, Inc. • Pharmaceutical preparations • New York

This Payroll Support Program Agreement, including the application and all supporting documents submitted by the Recipient and the Payroll Support Certification attached hereto (collectively, Agreement), memorializes the binding terms and conditions applicable to the Recipient.

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EMPLOYMENT AGREEMENT
Employment Agreement • July 10th, 2020 • Harbor Diversified, Inc. • Pharmaceutical preparations • Wisconsin

This EMPLOYMENT AGREEMENT is made and entered into as of March 20, 2019, by and between Air Wisconsin Airlines LLC, a Delaware limited liability company (the “Company”), and Robert Binns (the “Executive” and, together with the Company, collectively, the “Parties”).

EMPLOYMENT AGREEMENT
Employment Agreement • July 10th, 2020 • Harbor Diversified, Inc. • Pharmaceutical preparations • Wisconsin

This EMPLOYMENT AGREEMENT is made and entered into on June 24, 2015, effective as of April 7, 2015 (the “Agreement”) by and between Air Wisconsin Airlines Corporation, a Delaware corporation (the “Company”), and Christine R. Deister (the “Executive”) (collectively, the “Parties”).

AMENDMENT NO. 2 TO CREDIT AGREEMENT
Credit Agreement • July 10th, 2020 • Harbor Diversified, Inc. • Pharmaceutical preparations

THIS AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”) is dated as of April 24, 2019 between AIR WISCONSIN AIRLINES LLC (the “Borrower”) and HER MAJESTY IN RIGHT OF CANADA (the “Lender”) and further amends that certain Credit Agreement dated as of January 25, 2018, as amended by that certain Amendment No. 1 to Credit Agreement dated as of December 24, 2018, in each case between the Borrower and the Lender (collectively, the “Credit Agreement”).

AMENDMENT NO. 1 TO CREDIT AGREEMENT
Credit Agreement • July 10th, 2020 • Harbor Diversified, Inc. • Pharmaceutical preparations

THIS AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”) is dated as of December 24, 2018 between AIR WISCONSIN AIRLINES LLC (the “Borrower”) and HER MAJESTY IN RIGHT OF CANADA (the “Lender”) and amends that certain Credit Agreement dated as of June 5, 2017 between the Borrower and the Lender (the “Credit Agreement”).

CAPACITY PURCHASE AGREEMENT BETWEEN UNITED AIRLINES, INC. AND AIR WISCONSIN AIRLINES LLC
Capacity Purchase Agreement • July 10th, 2020 • Harbor Diversified, Inc. • Pharmaceutical preparations • Illinois

This Capacity Purchase Agreement (this “Agreement”), dated as of February 26, 2017 (the “Effective Date”), is entered into by and between United Airlines, Inc., a Delaware corporation (together with its successors and permitted assigns, “United”), and Air Wisconsin Airlines LLC, a Delaware limited liability company (“Contractor”).

AMENDMENT NO. 3 TO CREDIT AGREEMENT
Credit Agreement • July 10th, 2020 • Harbor Diversified, Inc. • Pharmaceutical preparations

THIS AMENDMENT NO. 3 TO CREDIT AGREEMENT (this “Amendment”) is dated as of June 20, 2019 between AIR WISCONSIN AIRLINES LLC (the “Borrower”) and HER MAJESTY IN RIGHT OF CANADA (the “Lender”) and further amends that certain Credit Agreement dated as of January 25, 2018, as amended by that certain Amendment No. 1 to Credit Agreement dated as of December 24, 2018 and Amendment No. 2 to Credit Agreement dated as of April 24, 2019, in each case between the Borrower and the Lender (collectively, the “Credit Agreement”).

PURCHASE AGREEMENT
Purchase Agreement • July 10th, 2020 • Harbor Diversified, Inc. • Pharmaceutical preparations

This Purchase Agreement (this “Agreement”), dated as of January 17, 2020, is entered into by (a) Southshore Aircraft I, LLC (“SS1”), Southshore Aircraft II, LLC (“SS2”), Southshore Aircraft III, LLC (“SS3”), Southshore Aircraft IV, LLC (“SS4”), Southshore Aircraft V, LLC (“SS5”), and Southshore Aircraft Holdings, LLC (“SSH”) (each a “Seller”), each a Delaware limited liability company, (b) Harbor Diversified, Inc. (the “Buyer”), a Delaware corporation, (c) Air Wisconsin Airlines LLC (the “Lessee”), a Delaware limited liability company, and (d) SSH, in its capacity as Seller Representative (as hereinafter defined).

CREDIT AGREEMENT
Credit Agreement • July 10th, 2020 • Harbor Diversified, Inc. • Pharmaceutical preparations • New York

THIS CREDIT AGREEMENT is entered into as of June 5, 2017, between (1) AIR WISCONSIN AIRLINES LLC (“Borrower”), a Delaware limited liability company, and (2) HER MAJESTY IN RIGHT OF CANADA, as lender (“Lender”).

CREDIT AGREEMENT
Credit Agreement • July 10th, 2020 • Harbor Diversified, Inc. • Pharmaceutical preparations • New York

THIS CREDIT AGREEMENT is entered into as of January , 2018, between (1) AIR WISCONSIN AIRLINES LLC (“Borrower”), a Delaware limited liability company, and (2) HER MAJESTY IN RIGHT OF CANADA, as lender (“Lender”).

AMENDMENT NO. 1 TO CREDIT AGREEMENT
Credit Agreement • July 10th, 2020 • Harbor Diversified, Inc. • Pharmaceutical preparations

THIS AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”) is dated as of December 24, 2018 between AIR WISCONSIN AIRLINES LLC (the “Borrower”) and HER MAJESTY IN RIGHT OF CANADA (the “Lender”) and amends that certain Credit Agreement dated as of January 25, 2018 between the Borrower and the Lender (the “Credit Agreement”).

RESTRUCTURING AGREEMENT
Restructuring Agreement • July 10th, 2020 • Harbor Diversified, Inc. • Pharmaceutical preparations

This Restructuring Agreement (this “Agreement”) is entered into as of January 25, 2018, by (1) Air Wisconsin Airlines LLC (“AWA”), a Delaware limited liability company and successor to Air Wisconsin Airlines Corporation, (2) Her Majesty in Right of Canada (“EDC”), (3) Bombardier Inc. (“Bombardier”), (4) U.S. Bank National Association (as successor to Wachovia Bank, National Association) as trustee under each of the Credit Agreements (“Loan Trustee”), and (5) Investissement Québec (“IQ”), as agent of the government of the province of Québec.

Willis Tower
Waiver of Rights • July 10th, 2020 • Harbor Diversified, Inc. • Pharmaceutical preparations
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