Item 1.01 Entry into a Material Definitive Agreement.
On
Regional Airline Services
Initially,
American will pay
American has the right to schedule all aircraft covered by the Agreement, including determining route selection and frequency, and the timing of scheduled arrivals and departures, in each case subject to certain scheduling parameters. American also has the right to determine and publish fares and to establish seat inventories, overbooking levels, and allocation of seats among fare categories. Furthermore, American will provide all ground handling services, including gate and ticket counter activities, baggage handling, cargo handling, aircraft loading/unloading services, passenger ticketing, and aircraft cabin cleaning.
American has the right to all revenues resulting from the sale of passenger tickets associated with the covered aircraft and all other sources of revenue associated with the operation of the covered aircraft, including revenues relating to baggage charges, food and beverage sales and ticket change fees.
The Agreement provides that the parties may discuss the possibility of adding
CRJ-700 regional jets to
Covered Aircraft
Up to 40 CRJ-200 regional aircraft will initially be covered by the Agreement,
subject to an implementation schedule whereby a specified number of aircraft
will become available each month commencing in March of 2023 and continuing
through
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Term and Termination
Unless earlier terminated, the Agreement is effective for each aircraft covered by the Agreement for a period of five years from the implementation date for such aircraft.
The Agreement is subject to early termination and covered aircraft are subject to withdrawal under various circumstances, which include, among others, the occurrence of the following events:
• Subject to certain terms and conditions, either party has the right to terminate the Agreement (i) upon the insolvency of the other party, (ii) upon a material breach by the other party, (iii) upon a monetary breach by the other party, (iv) if, after a specified period, there are fewer than a specified number of aircraft covered by the Agreement, or (v) at any time following the second anniversary of the earlier of the implementation date of the 40th aircraft covered under the Agreement andDecember 31, 2023 . • American has the right to terminate the Agreement or withdraw certain aircraft from the Agreement if (i)Air Wisconsin's FAA or DOT certification is suspended, revoked or materially impaired, (ii) a change of control has occurred, (iii)Air Wisconsin fails to maintain certain insurance coverage, (iv) a force majeure event occurs and is continuing, (v) a labor dispute occurs and is continuing, (vi) there is a material safety issue withAir Wisconsin's flight operations, or (vii)Air Wisconsin operates the aircraft covered by the Agreement for another air carrier.
In addition, American has the right to withdraw certain aircraft if
Incorporation by Reference
The foregoing description of the Agreement does not purport to be complete and
is qualified in its entirety by reference to the complete Agreement, a copy of
which will be filed as an exhibit to the Company's Quarterly Report on Form 10-Q
for the fiscal quarter ended
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