FRONTIER GROUP HOLDINGS, INC. INDEMNIFICATION AGREEMENTIndemnification Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Delaware
This Indemnification Agreement (“Agreement”) is made as of , 20 by and between Frontier Group Holdings, Inc., a Delaware corporation (the “Company”), and (“Indemnitee”). [This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering the subject matter of this Agreement.]
WARRANT AGREEMENTWarrant Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
WARRANT AGREEMENT dated as of September 28, 2020 (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”).
PAYROLL SUPPORT PROGRAM EXTENSION AGREEMENTExtension Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
This Payroll Support Program Extension Agreement, including the application and all supporting documents submitted by the Recipient and the Payroll Support Program Extension Certification attached hereto (collectively, Agreement), memorializes the binding terms and conditions applicable to the Recipient.
CLIFFORD CHANCE US LLPFrontier Group Holdings, Inc. • March 8th, 2021 • Air transportation, scheduled
THIS SIXTH AMENDED AND RESTATED GUARANTEE (as amended, modified or supplemented in accordance with the terms hereof, this “Guarantee”), dated as of December 22, 2020, is made
PAYROLL SUPPORT PROGRAM AGREEMENTPayroll Support • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • 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.
FALCON ACQUISITION GROUP, INC. STOCK PURCHASE RIGHT GRANT NOTICE AND RESTRICTED STOCK PURCHASE AGREEMENT FOR NON-EMPLOYEE DIRECTORSRestricted Stock Purchase Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Delaware
Pursuant to its 2014 Equity Incentive Plan (the “Plan”), Falcon Acquisition Group, Inc., a Delaware corporation (the “Company”), hereby grants to the Purchaser listed below (“Purchaser”), the right to purchase the number of shares of the Company’s Common Stock set forth below (the “Shares”) at the purchase price set forth below (the “Stock Purchase Right”). This Stock Purchase Right is subject to all of the terms and conditions set forth herein, in the Plan and in the certain Restricted Stock Purchase Agreement attached hereto as Exhibit A (the “Restricted Stock Purchase Agreement”), 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 Purchase Right Grant Notice (the “Grant Notice”) and the Restricted Stock Purchase Agreement.
GENERAL TERMS AGREEMENT NO. 6-13616General Terms Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
AIRBUS A320 FAMILY AIRCRAFT PURCHASE AGREEMENT BETWEEN AIRBUS S.A.S. as Seller AND REPUBLIC AIRWAYS HOLDINGS INC. as BuyerPurchase Agreement • March 8th, 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.
FIRST OMNIBUS AMENDMENT TO SIGNATORY AGREEMENTSSignatory Agreements • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Minnesota
THIS FIRST OMNIBUS AMENDMENT TO SIGNATORY AGREEMENTS (this “Amendment”) is entered into as of March 1, 2016, by and among Frontier Airlines Holdings, Inc. (hereafter “Holdings”), Frontier Airlines, Inc. (“Frontier” and together with Holdings, “Carrier”), U.S. Bank National Association, (“U.S. Bank”), U.S. Bank National Association acting through its Canadian branch (“U.S. Bank Canada”), and Elavon Canada Company (“Elavon Canada).
CONFIDENTIAL FRONTIER AIRLINES — JUNE 2014 NAVITAIRE HOSTED SERVICES AGREEMENTHosted Services Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
This Hosted Services Agreement (the “Agreement”) is made between Navitaire LLC, a Delaware limited liability company (“NAVITAIRE”) and Frontier Airlines, Inc., a Colorado corporation, (“Customer”), and shall be effective as of June 20, 2014 (“Effective Date”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
THIS AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of September 13, 2013, by and between Frontier Airlines, Inc., a Colorado corporation (the “Company”), and Daniel Shurz (the “Executive”). This Amendment shall become effective as a valid and binding contract as of the date first above written, provided that the operative provisions hereof shall not become effective until the Closing (as defined in that certain Stock Purchase Agreement dated as of even date herewith, by and between Republic Airways Holdings, Inc. and Frontier Airlines Group, Inc. (the “Stock Purchase Agreement.” the transactions contemplated by the Stock Purchase Agreement, the “Acquisition”, and the date of such Closing being hereinafter referred to as the “Effective Date”)). In the event that the Stock Purchase Agreement is terminated or the Acquisition contemplated by the Stock Purchase Agreement is abandoned, this Agreement shall be null and void ab initio and shall have no force
VEDDER PRICE VEDDER PRICE LLPFrontier Group Holdings, Inc. • March 8th, 2021 • Air transportation, scheduled
SUBSCRIPTION AGREEMENTSubscription Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Delaware
THIS SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into as of December 3, 2013, by and between Falcon Acquisition Group, Inc., a Delaware corporation (the “Company”), and Indigo Frontier Holdings Company, LLC, a Delaware limited liability company (the “Purchaser”).
Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10).Frontier Group Holdings, Inc. • March 8th, 2021 • 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. 8 to A320 Family Aircraft Purchase Agreement dated as of September 30, 2011 between AIRBUS S.A.S. and FRONTIER AIRLINES, INC.Aircraft Purchase Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Amendment No. 8 (hereinafter referred to as this “Amendment”) is entered into as of March 16, 2020 between Airbus S.A.S. a société par actions simplifiée, created and existing under the laws of the Republic of France, having its registered office at 2 Rond-Point Emile Dewoitine, 31700 Blagnac, France and registered with Toulouse Registre du Commerce under number RCS Toulouse 383 474 814 (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”).
LETTER AGREEMENT NO. 8 TO GTA No. 6-13616 Frontier Airlines Frontier Center One 7001 Tower Road Denver, CO WHEREAS, CFM International, Inc. (hereinafter individually referred to as “CFM”), and Frontier Airlines, Inc. (hereinafter referred to as...Letter Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10).Frontier Group Holdings, Inc. • March 8th, 2021 • Air transportation, scheduled • Colorado
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).Letter Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • Colorado
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).Frontier Group Holdings, Inc. • March 8th, 2021 • Air transportation, scheduled • Colorado
Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed.
AMENDMENT NO. 6 to A320 Family Aircraft Purchase Agreement dated as of September 30, 2011 between Airbus S.A.S. and Frontier Airlines, Inc.Aircraft Purchase Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Amendment No. 6 (this “Amendment”) is entered into as of July 1, 2019, 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 4545 Airport Way, Denver, Colorado 80239 USA (the “Buyer” and, together with the Seller, the “Parties”).
AMENDED AND RESTATED LETTER AGREEMENT NO. 10Letter Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Amended and Restated Letter Agreement No. 10 (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”).
RATE PER FLIGHT HOUR AGREEMENT FOR CFM56-5B ENGINE SHOP MAINTENANCE SERVICES BETWEEN CFM INTERNATIONAL, INC. AND FRONTIER AIRLINES, INC.Service Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
THIS RATE PER FLIGHT HOUR AGREEMENT FOR ENGINE SHOP MAINTENANCE SERVICES (this “Service Agreement”) is made this 29th day of August, 2017, (the “Date of Execution”) by and between CFM International, Inc. a (hereinafter referred to as “(“CFM”), a corporation organized under the laws of New York, and jointly owned by the General Electric Company, a New York corporation (hereinafter referred to as “(“GE”) and SAFRAN Aircraft Engines, a French company (hereinafter referred to as (“SAFRAN”) and Frontier Airlines, Inc., a corporation organized under the laws of Colorado (hereinafter referred to as (“Customer”) having a principal place of business at 7001 Tower Road, Denver, Colorado 80249, United States of America. CFM and Customer are also referred to in this Service Agreement as the “Parties” or individually as a “Party”.
AMENDMENT NO. 2 TO NAVITAIRE HOSTED SERVICES AGREEMENTNavitaire Hosted Services Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Amendment No. 2 to the NAVITAIRE Hosted Services Agreement (this “Amendment”), effective as of April 10, 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).
Dated as of December 23, 2014 FRONTIER AIRLINES, INC. and VERTICAL HORIZONS, LTD. SUBORDINATED LOAN AGREEMENTSecond Subordinated Loan Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
THIS SUBORDINATED LOAN AGREEMENT (the “Agreement”) is made as of December 23, 2014 between FRONTIER AIRLINES, INC., a company incorporated in Colorado (the “Frontier”); and Vertical Horizons, Ltd., a Cayman Islands company (the “Borrower”).
AMENDMENT NO. 7 to A320 Family Aircraft Purchase Agreement dated as of September 30, 2011 between Airbus S.A.S. and Frontier Airlines, Inc.Aircraft Purchase Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Amendment No. 7 (this “Amendment”) is entered into as of October 9, 2019, 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 4545 Airport Way, Denver, Colorado 80239 USA (the “Buyer” and, together with the Seller, the “Parties”).
Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10).Agreement • March 8th, 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.
PW1100G-JM ENGINE PURCHASE AND SUPPORT AGREEMENT BY AND BETWEEN INTERNATIONAL AERO ENGINES, LLC AND FRONTIER AIRLINES, INC. DATED AS OF 13 April 2020Engine Lease Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This document contains proprietary information of International Aero Engines, LLC (“IAE”). IAE offers the information contained in this document on the condition that you not disclose or reproduce the information to or for the benefit of any third party without IAE’s written consent. Neither receipt nor possession of this document, from any source, constitutes IAE’S permission. Possessing, using, copying or disclosing this document to or for the benefit of any third party without IAE’S written consent may result in criminal and/or civil liability.
AMENDED AND RESTATED LETTER AGREEMENT NO. 1Letter Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Amended and Restated Letter Agreement No. 1 (hereinafter referred to as this “Letter Agreement”) is entered into as of December 28, 2017 between FRONTIER AIRLINES, INC. (the “Buyer”) and AIRBUS S.A.S. (the “Seller”).
AMENDED AND RESTATED LETTER AGREEMENT NO. 4Letter Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Amended and Restated Letter Agreement No. 4 (hereinafter referred to as this “Letter Agreement”) is entered into as of December 28, 2017 between FRONTIER AIRLINES, INC. (the “Buyer”) and AIRBUS S.A.S. (the “Seller”).
Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10).Letter Agreement • March 8th, 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.
CODESHARE AGREEMENT BETWEEN FRONTIER AIRLINES, INC. AND CONCESIONARIA VUELA COMPAÑÍA DE AVIACIÓN, S.A.P.I. de C.V. January 16, 2018Frontier and Volaris Codeshare Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
This CODESHARE AGREEMENT (this “Agreement”), dated as of January 16, 2018, is between Frontier Airlines, Inc. (“Frontier”), a corporation organized under the laws of Colorado, having its principal place of business at 4545 Airport Way, Denver, Colorado, 80239 United States of America, and Concesionaria Vuela Compañía de Aviación, S.A.P.I. de C.V. (“Volaris”), a company organized under the laws of Mexico having its principal office at Antonio Dovalí Jaime No. 70, Torre B, Piso 13, Colonia Zedec Santa Fe, 01210, Álvaro Obregón, Ciudad de México, México, each of Frontier or Volaris may be referred to as a “Party” and may collectively be referred to as the “Parties” or as the “Carriers”.
LETTER AGREEMENTLetter Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
AMENDMENT NO. 3 TO NAVITAIRE HOSTED SERVICES AGREEMENTNavitaire Hosted Services Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Amendment No. 3 to the NAVITAIRE Hosted Services Agreement (this “Amendment”), effective as of January 1, 2016 (“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).
Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10).Amendment Agreement • March 8th, 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.
SECOND AMENDMENT TO AMENDED AND RESTATED PHANTOM EQUITY INVESTMENT AGREEMENTPhantom Equity Investment Agreement • March 8th, 2021 • Frontier Group Holdings, Inc. • Air transportation, scheduled
This Second Amendment To Amended and Restated Phantom Equity Investment Agreement (this “Amendment”) is made effective as of December 27, 2019 (the “Amendment Effective Date”) by and among (a) Frontier Airlines, Inc., a Colorado corporation (the “Company”), (b) Frontier Group Holdings, Inc., a Delaware corporation, formerly known as Falcon Acquisition Group, Inc. (“Falcon”), and (c) FAPAInvest, LLC, a Colorado limited liability company (“FAPAInvest”), acting as agent for and on behalf of Participating Pilots (collectively, the “Parties”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement (as defined below).
