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LEASE SUPPLEMENT NO.1
LEASE SUPPLEMENT N0. 1, dated March 9, 1995 ("Lease Supplement No. 1")
to Aircraft Lease Agreement No. 1 dated as of February 1, 1995 (the "Lease") by
and between CHAUTAUQUA AIRLINES, INC., as lessee ("Lessee"), and LAMBERT
LEASING, INC., as lessor ("Lessor").
I N T R O D U C T I O N
WHEREAS, Lessor and Lessee have heretofore entered into the Lease
(defined terms therein being hereinafter used with the same meanings). The Lease
provides for the execution and delivery of a Lease Supplement for the purpose of
leasing the Aircraft under the Lease as and when delivered by Lessor to Lessee
in accordance with the terms thereof; and
WHEREAS, a counterpart of the Lease, with this Lease Supplement No. 1
attached thereto, is being filed for recordation with the FAA Aircraft Registry
as one document;
NOW, THEREFORE, in consideration of the premises and other good and
valuable consideration, the receipt and adequacy of which are .hereby
acknowledged Lessor and Lessee hereby agree as follows:
A. THE AIRCRAFT. Lessee hereby confirms to Lessor that Lessee has accepted. the
Aircraft and each Engine and Propeller described below for all purposes hereof
and of the Lease as being airworthy, in accordance with specifications, in good
working order and repair and without defect in condition, design, operation ox
fitness for use, whether or not discoverable by Lessee as of the date hereof;
PROVIDED, HOWEVER, that nothing contained herein or in the Lease diminishes or
affects any right Lessor or Lessee may have with respect to the Aircraft against
the Manufacturer, GE, Dowty, any vendor or any subcontractor or supplier
thereof:
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<Table>
<Caption>
AIRFRAME
MANUFACTURER MODEL SERIAL NUMBER U.S. REG. NO.
Saab-Fairchild 340A 340A-004 N340CA
<Caption>
INSTALLED
ENGINES RATED
MANUFACTURER MODEL SERIAL NUMBER TAKEOFF H/P
General CT7-5A GE-E-367-146 (left) Each of which
Electric GE-E-367-182 (right) Engines has 750
or more rated
take off
horsepower or
the equivalent
thereof
<Caption>
INSTALLED
PROPELLERS RATED TAKEOFF
MANUFACTURER MODEL SERIAL NUMBER SHAFT H/P
Dowty Rotol R354/4- DRG/7828/82 (left) Each of which
123-F/13 DRG/3754/84 (right) Propellers is
capable of
absorbing 750
or more rated
take off shaft
horsepower.
<Caption>
SPARE ENGINE RATED
MANUFACTURER MODEL SERIAL NUMBER TAKEOFF H/P
General CT7-5A GE-E-367-123 750 or more
rated take off horse-
Electric power or the
equivalent
thereof.
</Table>
B. STIPULATED LOSS VALUE. Lessee hereby agrees to pay in accordance with and
when required by the Lease Stipulated Loss Value payments in the amounts set
forth in Annex 1 to the Lease Rent Schedule and incorporated herein by
reference.
C. REPRESENTATIONS BY LESSEE. Lessee hereby represents and warrants to Lessor
that on the above date:
(1) The representations and warranties of Lessee set forth in the Lease are
true and correct in all material respects as though made on the date above;
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(2) Lessee has satisfied or complied with all requirements in the Lease, to be
completed by it on or prior to the date hereof;
(3) No Default or Event of Default has occurred and is continuing on the date
above; and
(4) Lessee has obtained, and there are in full force and effect, such insurance
policies with respect to the Aircraft, as are required to be obtained under
the terms of the Lease.
D. DELIVERY DATE: March 9, 1995
E. TERM: The Term shall commence on the
Delivery Date and expire on March
8, 2005, unless terminated earlier
pursuant to and in accordance with
the Lease.
F. BASE RENT: Lessee agrees to pay Lessor, Base
Rent monthly in arrears, in the
amounts and on the dates, as set
forth in the Lease Rent Schedule.
G. FIRST BASE RENT April 9, 1995
PAYMENT DATE:
H. BASE RENT Base Rent during the Term shall be
PAYMENT DATE paid on the same day of each month
as the day of the month of the
First Base Rent Payment Date:
I. AIRCRAFT BASE: Indianapolis, Indiana or Akron, Ohio.
J. DELIVERY SITE: St. Louis, Missouri
K. COUNTERPARTS: This Lease Supplement No. 1 may be
executed in any number of counterparts
and by the parties hereto on separate
counterparts, each of which counterparts,
shall for all purposes be deemed an
original, and all such counterparts shall
together constitute but one
and the same Lease Supplement No. 1.
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L. REFERENCE: A11 the terms and provisions of the
Lease are hereby incorporated by
reference in this Lease Supplement
No. 1 to the same extent as if fully
set forth herein.
IN WITNESS WHEREOF, Lessor and Lessee have caused this Lease
Supplement No. 1 to be duly executed by their authorized officers as of the day
and year first above written.
LAMBERT LEASING, INC.,
as Lessor
By: /s/ Gena H. Laurent
--------------------------------------
Gena H. Laurent
Vice President
By: /s/ Bengt Nilsson
--------------------------------------
Bengt Nilsson
Treasurer and Credit Manager
CHAUTAUQUA AIRLINES, INC.,
as Lessee
By: /s/ Timothy L. Coon
--------------------------------------
Timothy L. Coon
Senior Vice President
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Lease Rent Schedule
Aircraft Lease Agreement No. 1
<Table>
<Caption>
Basic Rent
Date PMT No. Payment
[CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND
EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
</Table>
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Stipulated Loss Value Table Schedule 1 to Lease
SAAB 340A- 004 Rent Schedule
<Table>
<Caption>
Date PMT No. Stipulated Loss Value
[CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND
EXCHANGE COMMISSION PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT]
</Table>