ex10-9.htm


    
      

      

    

    
      	
               Exhibit
                10.9

            


    

     

     

    

    
 

    AGREEMENT

    


    between

    


    CHAUTAUQUA
      AIRLINES, INC.

    


    and

    


    THE
      FLIGHT DISPATCHERS

    


    in
      the
      employ of

    


    CHAUTAUQUA
      AIRLINES, INC.

    


    as
      represented by

    


    TRANSPORT
      WORKERS UNION OF AMERICA, AFL-CIO

    


    


    


    


    


    June
      1, 2007  -  June 1, 2012

    


    Signed
      June 20, 2007

    


    


    


    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

    


     

    
      	
               TABLE
                OF CONTENTS

            


    

    
 

    
      	Section            	Title	Page
	 	 	 
	1.	Recognition
              and Scope 	4
	 	 	 
	2.	Definitions 	7
	 	 	 
	3.	Compensation 	9
	 	 	 
	4.	Work
              Schedules and Vacations  	11
	 	 	 
	5.	Seniority	14
	 	 	 
	6.	Training	16
	 	 	 
	7.	Sick
              Leave 	17
	 	 	 
	8.	Probation 	18
	 	 	 
	9.	Leave
              of Absence 	19
	 	 	 
	10.	Benefits	20
	 	 	 
	11.	Furlough
              and Recall	21
	 	 	 
	12.	Grievance
              Procedures 	23
	 	 	 
	13.	System
              Board of Adjustment 	26
	 	 	 
	14.	Union
              Security 	30
	 	 	 
	15.	General 	37
	 	 	 
	16.	Filling
              of Vacancies 	40
	 	 	 
	17.	Vacation	42
	 	 	 
	18,	Duration	44


    

     

     

    


    
      
        
        

      

      
        -2-

        
          

        

      

      
        
        

      

    


    AGREEMENT

    


    between

    


    CHAUTAUQUA
      AIRLINES

    


    and

    


    FLIGHT
      DISPATCHERS

    


    in
      the
      employ of

    


    CHAUTAUQUA
      AIRLINES

    


    as
      represented by

    


    TRANSPORT
      WORKERS UNION OF AMERICA, AFL-CIO

    


    This
      Agreement is made and entered into in accordance with the provisions of Title
      II
      of the Railway Labor Act, as amended by and between CHAUTAUQUA AIRLINES,
      hereinafter known as the “Company”, and the FLIGHT DISPATCHERS in the service of
      CHAUTAUQUA AIRLINES, who are represented by the TRANSPORT WORKERS UNION OF
      AMERICA, AFL-CIO, hereinafter known as the “Union”.  In making this
      Agreement, the Company and the Union and the represented employees recognize
      their duty, individually and collectively, to comply and cooperate with the
      intent and purpose of this Agreement.

    



    
      
        
        

      

      
        -3-

        
          

        

      

      
        
        

      

    


    SECTION
      1

    


    RECOGNITION
      AND SCOPE

    


    A.  Recognition

    


    The
      Union
      is recognized by the Company, in accordance with the National Mediation Board
      Certification Case R-6673 dated July 22, 1999, as the duly designated and
      authorized bargaining agent with respect to rates of pay, rules and working
      conditions of Flight Dispatchers in the employ of the
      Company.    “Company” includes Chautauqua Airlines, Inc.,
      Republic Airlines, Inc., and Shuttle America, Inc., so long as they remain
      subsidiaries of Republic Airways Holdings, Inc.

    


    


    B.  Scope

    


    It
      is
      understood and agreed that all dispatch functions as detailed in Section II
      (Definitions) of this Agreement as well as, at a minimum, in the Chautauqua
      Airlines, General Policies Manual, Revision 14, dated 20Jul00, will be performed
      by the employees covered under this Agreement and in accordance with the terms
      and conditions of this Agreement. It is specifically understood that the scope
      of this work includes all FAR Part 121 flying by pilots on the Chautauqua Pilots
      System Seniority List, performed in accordance with the terms and conditions
      of
      their Agreement, with the exception of training and delivery
      flights.

    
      	
               

            	
              .

            


    

    
      	
              1.  

            	
              Flight
                Dispatchers performing dispatch functions for Chautauqua, Republic
                and
                Shuttle America are covered by the
                Agreement.

            


    

    


    
      	
              2.  

            	
              Rates
                of pay and working conditions shall apply to such Flight Dispatchers
                as
                set forth in the collective bargaining
                agreement.

            


    

    


    


    C.  Operational
      efficiency

    


    The
      purpose of this Agreement is, in the mutual interest of the Company and of
      the
      employees, to provided for the operation of the services of the Company under
      methods which will further, to the fullest extent possible, the safety of air
      transportation, the efficiency of operation, and the continuation of the
      employment under conditions of reasonable hours, proper compensation, and
      reasonable working conditions.  It is recognized by this Agreement to
      be the duty of the Company and the employees, to cooperate fully both
      individually and collectively.

     

    


    D.  Management
      Rights

    


    The
      rights of ownership, the management of the Company and the direction of the
      working forces, including the right to hire, promote, demote, discharge and
      discipline for cause, transfer, layoff, and recall, the right to direct, plan
      and control operations, and to establish work schedules, and the right to
      determine the type of work to be performed, and the right to introduce new
      and
      improved methods, equipment or facilities, and to change existing methods,
      equipment and to determine the location of the Company’s facilities, and the
      right to lease facilities or equipment, and the right to establish or change
      Company rules, and in general to maintain discipline and efficiency, are vested
      exclusively with the Company so long as the exercise of such rights shall not
      be
      in conflict with the specific provisions of this agreement.

     

    
 

    
      
        
        

      

      
        -4-

        
          

        

      

      
        
        

      

    

    


    E.  No
      strike/lockout

    


    It
      is the
      intent of the parties of this Agreement that the procedure set forth herein
      and
      in the Railway Labor Act, as amended, for the resolution of disputes shall
      serve
      as a means of peaceable settlement of all disputes that may arise between them
      and that, therefore:

    


    
      	
               

            	
              1.

            	
              The
                Company shall neither cause nor permit any lockout of employees covered
                hereunder during the life of this Agreement;
                and

            


    

    


    
      	
               

            	
              2.

            	
              Neither
                the Union nor the employees covered hereunder, both individually
                and
                collectively, shall authorize, cause, sanction or engage in any strike
                against the Company, illegal picketing of the Company’s premises,
                slowdown, sit-down, walk-off, work stoppage, or curtailment of work
                of any
                kind, during the life of this
                Agreement.

            


    

    


    


    F.  Supervisor
      qualification shifts/operational emergencies

    


    It
      is
      understood and agreed that, in order to maintain their proficiency, qualified
      supervisors may be scheduled up to twenty (20) hours per year to perform the
      functions of a Flight Dispatcher.  Qualified supervisors may also
      perform the functions of a Flight Dispatcher in the event of an operational
      emergency.  Supervisors may not be used to avoid the payment of
      overtime.

    


    It
      is
      further understood and agreed that qualified supervisors and other employees
      may
      assist in performing the functions of a Dispatch Coordinator necessary to
      complete a particular operation.  Supervisors may not be used to avoid
      the payment of overtime.

    


    


    G.  Merger

    


    In
      the
      event of a merger of airline operations between the Company and another air
      carrier, where the Company is the surviving entity, the following shall
      apply:

    


    
      	
               

            	
              1.

            	
              If
                the employees of both carriers are represented by the TWU, the seniority
                lists of the two groups shall be merged in accordance with the TWU/TWU
                AIRLINE MERGER POLICY.

            


    

     

     

     

     

    
      
        
        

      

      
        -5-

        
          

        

      

      
        
        

      

    

    
 

    
      	 	2.	
              If
                the employees of the other air carrier are represented by a different
                union, or are unrepresented, then:

            


      	 	 	a.
              The seniority lists of the two groups shall be merged in accordance
              with
              Sections 3 and 13 of the Allegheny-Mohawk Labor Protective Provisions,
              and


      	 	 	
              b.
                The representative of the merged group shall be determined in accordance
                with NMB rules and procedures.

            


    

     

     

     

    
      
        
        

      

      
        -6-

        
          

        

      

      
        
        

      

    

    
 

    SECTION
      2

    


    DEFINITIONS

    


    
      	
              1.

            	
              The
                term “employee” shall mean an employee of Chautauqua Airlines, Inc., who
                is covered by this Agreement.

            


    

    


    
      	
              2.

            	
              The
                term “Dispatch Coordinator,” as used herein, shall mean an employee
                selected by the Company who may perform the duties of a Flight Dispatcher
                and, in addition, is the lead Flight Dispatcher on Duty.  This
                position is responsible for coordinating the day to day activities
                of
                flight dispatch with the appropriate departments, government agencies,
                and
                other effected parties, as applicable.  This position will also
                have the responsibility of assuring that shift opening and closing
                procedures are completed, a shift turnover log is filled out and
                other
                responsibilities, as designated by the Company, are
                completed.

            


    

    


    
      	
              3.

            	
              The
                term “Flight Dispatcher,” as used herein, shall mean an employee who has
                been designated as such by the Company and holds a currently effective
                Aircraft Dispatcher’s Certificate, who is regularly assigned to be
                responsible for operational control concerning the dispatch, release
                and
                movement of Company aircraft.

            


    

    


    
      	
              4.

            	
              The
                term “Check Dispatcher,” as used herein, shall mean an employee who has
                been designated as such by the Company to perform FAA-mandated competency
                checks of the Flight Dispatchers.

            


    

    


    
      	
              5.

            	
              The
                term “Relief Flight Dispatcher,” as used herein, shall mean a Flight
                Dispatcher who holds a permanent position and who is required to
                work
                other than the normal work cycle on a pre-planned basis to cover known open
                time
                and in order to provide qualified relief for Flight Dispatchers
                for
                vacation, qualification trips and training, and any other abnormality
                as
                agreed to by the Union on a non-precedent setting case by case
                basis.

            


    

    


    
      	
              6.

            	
              The
                term “special assignment,” as used herein, shall mean the assignment of
                Flight Dispatcher to duties in lieu of regular Flight Dispatcher
                activities, but such assignment must be directly related to the dispatch
                function as outlined in Section Sixteen,
                B.

            


    

    


    
      	
              7.

            	
              The
                term “work cycle,” as used herein, shall mean the basic rotation of work
                days and regular days off established for the quarterly work period,
                prior
                to overlay of such factors as vacations, qualification flights, training,
                relief schedules, etc.

            


    

    


    
      	
              8.

            	
              The
                term “bid line” as used herein, shall mean the specific assignment of
                individual employees by calendar quarter to a work cycle, adjusted
                for
                such factors as vacations, qualification, training relief schedules,
                etc.  The bid lines shall be subject to quarterly bidding
                procedures.

            


    

     

     

    
 

    
      
        
        

      

      
        -7-

        
          

        

      

      
        
        

      

    

    
      	
              9.

            	
              The
                term “Work Schedule,” as used herein, shall mean a cycle of workdays and
                days off, developed by the Company, to which an individual Flight
                Dispatcher is assigned.

            


    

    


    
      	
              10.

            	
              Wherever
                the term “Flight Dispatcher” appears in this Agreement, the provisions of
                the paragraph in which it appears shall apply to Dispatch Coordinators,
                Flight Dispatchers, Check Dispatchers and Relief Flight Dispatchers,
                unless otherwise stated.

            


    

     

    
 

    
      
        
        

      

      
        -8-

        
          

        

      

      
        
        

      

    

     

    
      	 
              
              SECTION
                3

            
	 
	
               COMPENSATION

            


    

     

    


    
      	
              A.  

            	
              Minimum
                Rates of Pay per Hour

            


    

    


    
      	
              Longevity

            	
              June
                1, 2007

            	
              June
                1, 2008

            	
              June
                1, 2009

            	
              June
                1, 2010

            	
              June
                1, 2011

            
	
              Hire
                date

            	
              14.22

            	
              14.58

            	
              14.94

            	
              15.32

            	
              15.70

            
	
              1
                Year

            	
              14.88

            	
              15.26

            	
              15.64

            	
              16.03

            	
              16.43

            
	
              2
                Years

            	
              15.62

            	
              16.01

            	
              16.41

            	
              16.82

            	
              17.24

            
	
              3
                Years

            	
              16.23

            	
              16.63

            	
              17.05

            	
              17.47

            	
              17.91

            
	
              4
                Years

            	
              16.80

            	
              17.22

            	
              17.65

            	
              18.09

            	
              18.54

            
	
              5
                Years

            	
              17.41

            	
              17.85

            	
              18.29

            	
              18.75

            	
              19.22

            
	
              6
                Years

            	
              18.08

            	
              18.54

            	
              19.00

            	
              19.47

            	
              19.96

            
	
              7
                Years

            	
              18.92

            	
              19.39

            	
              19.88

            	
              20.37

            	
              20.88

            
	
              8
                Years

            	
              19.29

            	
              19.78

            	
              20.27

            	
              20.78

            	
              21.30

            
	
              9
                Years

            	
              19.69

            	
              20.18

            	
              20.69

            	
              21.20

            	
              21.73

            
	
              10
                Years

            	
              20.08

            	
              20.58

            	
              21.09

            	
              21.62

            	
              22.16

            
	
              11
                Years

            	
              20.60

            	
              21.12

            	
              21.65

            	
              22.19

            	
              22.74

            
	
              12
                Years

            	
               

            	
              21.70

            	
              22.24

            	
              22.80

            	
              23.37

            
	
              13
                Years

            	 	 	 	
              23.42

            	
              24.01

            


    

    


    Any
      Flight Dispatcher(s) currently on the Chautauqua Flight Dispatcher Seniority
      List whose pay falls below that of any newly-hired Flight Dispatcher(s) that
      is
      (are) brought in above minimum salary levels outlined above, shall have his/her
      pay rate adjusted to that of the newly hired Flight Dispatcher (s).

    


    Employees
      with more than twenty (20) years of active service will receive premium pay
      as
      follows: $.50 per hour per year to a maximum of $2.50.

    


    
      	
              B.

            	
              Overtime

            


    

    


    
      	
               

            	
              1.

            	
              Overtime
                will be at time and a half (1.5 times a Flight Dispatcher’s applicable
                hourly rate) when a Flight Dispatcher’s time worked (including vacation
                and sick time) is in excess of eighty (80) hours within a single
                pay
                period.

            


    

    


    
      	
               

            	
              2.

            	
              In
                the event that the Company is unable to cover an open shift with
                overtime,
                the Company reserves the right to assign the shift to the most junior,
                available, qualified Flight Dispatcher.

            


      	 	 	 


      	C.	Holiday Pay    
              	 


      	 	 	 


      	 	1.	Holidays
              eligible for holiday pay are those identified in the most current Republic
              Airways Holdings Associate Handbook.


    

    


    
      	
               

            	
               

            


    

    
 
 

    
      
        
        

      

      
        -9-

        
          

        

      

      
        
        

      

    

    
      	
               

            	
              2.
                All Flight Dispatchers will receive eight (8) hours of straight time
                pay
                on the holidays listed in paragraph C1 of this
                Section.

            


    

     

    
      	
                

            	
              3.
                Flight Dispatchers who work on the holidays designated above will,
                in
                addition to the pay provided for in paragraph C2, be compensated
                at the
                rate of 1.5 times their hourly rate for all hours worked on the
                holiday.

            


    

    


    
      	
              D.

            	
              Override
                for Dispatch Coordinator

            


    

    


    A
      Flight
      Dispatcher shall receive an override as follows  while working the
      Dispatch Coordinator position:

     

    


    
      	
              June
                1, 2007

            	
              June
                1, 2008

            	
              June
                1, 2009

            	
              June
                1, 2010

            	
              June
                1, 2011

            
	
              4.50

            	
              4.75

            	
              5.00

            	
              5.00

            	
              5.00

            


    

     

    


    
      	E.	On-The-Job
              Training Pay
	 	 
	 	Flight
              Dispatchers who perform on-the-job training of new, unqualified Flight
              Dispatchers shall be compensated at a rate $2.00 per hour higher than
              their current salary while performing such training.
	 	 
	F.	Check
              Dispatcher Qualification
	 	 
	 	Effective
              on the date of signing, a Flight Dispatcher qualified as a Check
              Dispatcher shall receive an override of $4.00 per hour while performing
              Flight Dispatcher competency checks.


    

       

    
      	
              G.  

            	
              Discretionary
                Bonus Program

            


    

    


    
      	
              1.  

            	
              Dispatchers
                will participate in the Company Discretionary Bonus
                Program.

            


      	 	 


    

    
      	
              2.  

            	
              Should
                the Company not pay a discretionary bonus for any year during the
                term of
                this agreement, the Union may reopen the Agreement, on the subject
                of
                wages only, by giving notice to the Company within 90 days of the
                notice
                that bonuses will not be paid.

            


    

    


    


    


    


    


    



    
      
        
        

      

      
        -10-

        
          

        

      

      
        
        

      

    


    


    SECTION
      4

    


    WORK
      SCHEDULES

    


    A.         Work
      Schedules

    


    
      	
              1.  

            	
              Work
                Schedules, designated as either fixed or relief, are based on days
                on and
                days off and are determined and planned by the Company in accordance
                with
                the provisions outlined below. Fixed work schedules, once established
                shall not be changed except as provided in this
                agreement.

            


    

    
      	
              2.  

            	
              The
                Company and Union will establish a work schedule committee and meet
                to
                discuss the schedules before they are
                posted

            


    

    
      	
              3.  

            	
              Work
                schedules for Chautauqua, Republic and Shuttle America will be separately
                maintained and awarded/assigned

            


    

    


    


    
      	
              B.

            	
              Position
                Bidding

            


    

    


    
      	
              1.  

            	
              Bidding
                will be separate for Dispatchers and Coordinators. This will include
                regular shift bids.

            


    

    
      	
              2.  

            	
              Each
                group will follow the same work cycle and bidding
                procedures.

            


    

    
      	
              3.  

            	
              Dispatchers
                and Coordinators will have a separate bid sheet and will be awarded
                positions based on seniority as reflected on the Chautauqua master
                seniority list.

            


    

    
      	
              4.  

            	
              The
                coordinator position will be filled by those Dispatchers that bid
                on the
                position and who meet the qualifications and standards set by the
                Company.  If there are no qualified bidders the junior qualified
                Dispatcher will be assigned the
                position.

            


    

    
      	
              5.  

            	
              Once
                assigned a Coordinator position the Dispatcher must remain in the
                position
                for a minimum of one year and provide 120 days notice of his/her
                desire to
                bid out of the position.

            


    

    
      	
              6.  

            	
              If
                a Dispatcher is denied a Coordinator position, the Company must give
                the
                reason/s for such denial in
                writing.

            


    

     

     

    
      	C.	Fixed
              Work Schedules
	 	 


    

    
      	
               

            	
              1.

            	
              Work
                Cycles which are fixed in nature shall be composed of four (4) consecutive
                workdays followed by three (3) consecutive days off.  The
                Company may publish up to 10% of fixed work schedules with five
                consecutive workdays followed by two consecutive days off. . By mutual
                agreement with the Company each carrier’s Membership may elect to change
                their fixed work cycle by a vote at the request of the
                Union.

            


    

     

    
 

    
      
        
        

      

      
        -11-

        
          

        

      

      
        
        

      

    

    


    
      	
               

            	
              2.

            	
              Workdays
                within a four / three fixed work cycle shall be planned as ten (10)
                hour
                shifts (inclusive of shift overlap) and eight hour shifts within
                a
                five/two fixed work cycle.

            


    

    


    
      	
               

            	
              3.

            	
              For
                the purpose of bidding a fixed work cycle, a proposed Work Schedule
                shall
                be published a minimum of forty-five (45) days in advance of each
                semi-annual bid period.  Fixed work cycles will be in effect for
                6 month periods.  The semi-annual bid periods will run April
                through September and October through
                March.

            


      	 	 	 


      	 	4.	The
              awards of bid lines for the fixed Work cycles shall be posted a minimum
              of
              thirty (30) days before each respective six (6) month bid
              period.


    

     

    
      	
              D.

            	
              Relief
                Work Schedules

            


    

    


    
      	
                    1.  

            	
              Relief
                Work Schedules shall be composed of a mixture of variable days on
                and
                variable days off, but shall not exceed one-hundred and sixty (160)
                hours
                in a four week period and the Company shall strive to create as many
                4/3
                work cycles as possible.

            


    

    


    
      	
                    2.  

            	
              In
                the event that operational requirements necessitate, the company
                may, with
                fourteen (14) days prior notice, add a bid line (or bid lines) that
                does
                not follow the basic work cycle outlined in Section 4 (A). The basic
                work
                cycle and schedule for this (these) line(s) shall be five (5) days
                of
                work, with no shift scheduled for more than eight hours (8), followed
                by
                two (2) days off.

            


    

    


    
      	
                    3.  

            	
              For
                the purpose of bidding a relief Work Cycle, a proposed Work Schedule
                shall
                be published a minimum of fourteen (14) days in advance for the following
                two (2) calendar months.  Bid periods will begin at the start of
                February, April, June, August, October and
                December.

            


    

    


    
      	
                    4.  

            	
              The
                awards of bid lines for the relief Work Cycles shall be posted a
                minimum
                of seven (7) days before the first day of the following two month
                bid
                period.

            


    

    
      	
               

            	
                 

            	
               

            


    

    
      	 E.	Ratio
              of Fixed and Relief Lines


    

     

    
      	
              1.  

            	
              A
                minimum of fifty (50) percent of the bid lines within the department
                shall
                be fixed lines as outlined in this
                Section.

            


    

    


    
      	
              2.  

            	
              A
                maximum of fifty (50) percent of the bid lines within the department
                may
                be relief lines as outlined in this
                Section.

            


    

     

    
      	F.	Schedule
              start time changes


    

    
      
        
        

      

      
        -12-

        
          

        

      

      
        
        

      

    

    
 

    
      	
              1.  

            	
              Start
                times will be set + or – 1 (one) hour for the initial fixed work schedule
                bid. (e.g. a 4 am shift may start between 3 am and 5 am).  Start
                times are subject to adjustment every two months during the semi-annual
                bid period.

            


    

    


    
      	
              2.  

            	
              Nothing
                in this Section will prevent the Company from changing a Flight
                Dispatcher’s Work Schedule to accommodate assigned classroom training or
                specific familiarization flights assigned by the Company.  There
                must be a minimum ten (10) hour break between work assignment and
                training
                and training and other assignments.

            


    

    


    
      	
              3.  

            	
              Shift
                start times may be rotated as outlined in F. 1. above, but there
                shall not
                be more than one change creating two different shift start times
                within a
                five (5) day period.  The Company shall endeavor to publish
                consistent rotation of shift start times for the work schedules developed
                for bidding and the work schedules published.  Such rotation is
                subject to change by the Company in accordance with F. 1.
                above.

            


    

    


    
      	
              G.

            	
              Schedule
                Evaluation Meeting

            


    

    


    
      	
              1.  

            	
              A
                meeting between the Company and the Union shall be held annually,
                in order
                to evaluate the flexibility and feasibility of revising the items
                contained in Paragraphs A through D
                above.

            


    

    


    
      	
              2.  

            	
              Any
                change to such items must be agreed to by both the Company and the
                Union
                and revised by Letter of Agreement.

            


    

    


    
      	
              H.

            	
              Extraordinary
                Circumstances

            


    

    


    
      	
               

            	
              If,
                due to an extraordinary event, changes are necessary to the fixed
                or
                relief work schedules that have already been awarded, the Company
                will
                meet with the Union to seek input as to how best implement a
                re-bid.

            


    

    


    
      	
              I.  

            	
              Overtime
                Bidding

            


    

    


    
      	
               

            	
              In
                awarding/assigning overtime the following will be
                considered:

            


    

    


    
      	
               

            	
              Timing

            


    

    
      	
               

            	
              Position
                status

            


    

    
      	
               

            	
              Seniority

            


    

    
      	
               

            	
              Equalization

            


    

    


    
      	
               

            	
              **
                The Union and Company will meet to determine implementation of the
                overtime procedures

            


    

    
      	
               

            	
               

            


    


    
      
        
        

      

      
        -13-

        
          

        

      

      
        
        

      

    


    


    SECTION
      5

    


    SENIORITY

    


    A.  Chautauqua
      Flight Dispatcher Seniority List

    


    There
      will be one Master Seniority list maintained that includes Chautauqua, Republic
      and Shuttle America Dispatchers. Such list shall be referred to as The
      Chautauqua Flight Dispatcher Seniority List. A copy of the Seniority List as
      agreed upon the Date of this signed agreement is attached as Appendix
      A.  Dispatch employees holding an Aircraft Dispatcher Certificate
      shall be placed on the Chautauqua Flight Dispatcher Seniority List in order
      of
      their hire date as a Flight Dispatcher.  Should two (2) or more
      employees have the same seniority date, they shall be placed on the Chautauqua
      Flight Dispatcher Seniority List in order of their birth date with the oldest
      being listed first.

    


    B.  Accrual

    


    Seniority
      shall continue to accrue until such time as the employee separates from the
      Company or as otherwise provided in this Agreement.

    


    C.  Dispatch
      Management

    


    Dispatch
      Management shall be listed on the Chautauqua Flight Dispatcher Seniority List
      in
      order of their hire date into a Flight Dispatcher position.

    


    D.  Management
      Seniority

    


    Managers
      shall continue to accrue seniority for a period of one year while in a
      managerial position. Managers on the seniority list as of the date of signing
      will continue to accrue seniority for a period of one year.  After the
      one year Managers shall retain their accrued seniority but shall no longer
      accrue additional seniority.

    


    E.  Displacement
      Protection

    


    No
      Flight
      Dispatcher on the Chautauqua Flight Dispatcher Seniority List shall be displaced
      or furloughed as the result of any manager or supervisor returning to a dispatch
      position.

    


    F.  Managerial
      Exemption

    


    Dispatch
      management shall not be entitled to utilize the provisions of Sections 12 or
      13
      of this Agreement.  This shall apply to both discipline and contract
      interpretation issues.


    
      
        
        

      

      
        -14-

        
          

        

      

      
        
        

      

    


    G.  Posting

    
      	
              1.  

            	
              The
                Company shall update and distribute the Chautauqua Flight Dispatcher
                Seniority List twice annually to the Union and post for all Flight
                Dispatchers by the 15th
                of January
                and July of each year.

            


    

    


    
      	
              2.  

            	
              The
                Company shall provide the Section Chair with the names, employee
                numbers
                and hire dates of each new Flight Dispatcher at the beginning of
                classroom
                training.

            


    

    


    
      	
              H. 

            	
              Loss
                of Classification Seniority

            


    

    


    
      	
              1.  

            	
              A
                Flight Dispatcher who voluntarily transfers to a position outside
                the
                Flight Dispatch or SOC department shall be removed from the seniority
                list
                and forfeit all seniority rights under this
                agreement.

            


    

    


    
      	
              2.  

            	
              A
                Flight Dispatcher whose employment with the Company is permanently
                severed
                shall forfeit his seniority rights and that Flight Dispatcher’s name shall
                be removed from the seniority list.  Such circumstances include,
                but are not limited to, resignation, discharge for cause, retirement,
                failure to return to active service following a furlough or leave
                of
                absence, or other reasons provided for in this
                Agreement.

            


    

    



    
      
        
        

      

      
        -15-

        
          

        

      

      
        
        

      

    


    


    SECTION
      6

    


    TRAINING

    


    A.  Required
      Training

    


    For
      the
      purposes of training only, a Flight Dispatcher working a fixed work cycle may
      be
      moved off his/her fixed rotation with a minimum of ten (10) days notice. .
      The
      Company is required to notify the employee as soon as the training is scheduled
      but no less than 10 (ten) days prior to the beginning of training. Training
      (including Competency Check) shall normally be scheduled on a dispatchers
      regular work schedule.  Flight Dispatchers in their grace month late
      may be assigned to attend training on their days off provided that such training
      shall not result in a Flight Dispatcher being scheduled for more than six (6)
      consecutive days. Pay for training accomplished on days off shall be compensated
      at the overtime rate.

    


    B.  Route
      Familiarization Flights

    


    Route
      familiarization (FAM Ride) shall normally be accomplished on scheduled workdays.
      A Dispatcher may elect to accomplish the FAM ride on days off and be compensated
      at the overtime rate. If the FAM ride has not been accomplished or scheduled
      by
      the 15th day of
      the Month the dispatcher may be assigned to accomplish the FAM ride on a day
      off.   FAM rides will be listed as Must-Ride. In the unlikely
      event the FAM sequence is disrupted, the Dispatchers will be listed as a
      positive space/must ride passenger on the first available code share back to
      the
      point of origin within the guidelines of the code share partner travel
      agreement.  The Company shall provide hotel accommodations, when
      applicable, and paid expenses in accordance with Company Policy.

    


    C.  Check
      Dispatchers

    


    Flight
      Dispatchers assigned by the Company as a Check Dispatcher during a shift shall
      receive additional compensation as set forth in Section 3E of this
      Agreement.

    


    


    


    


    
      
        
        

      

      
        -16-

        
          

        

      

      
        
        

      

    

     

    


    SECTION
      7

    


    SICK
      LEAVE

    


    A.  Paid
      Sick Time

    


    Flight
      Dispatchers shall receive paid sick time in accordance with the provisions
      of
      the current Republic Airways Associates Handbook in effect but no less than
      listed in this section.

    


    B.  Sick
      Pay Bank

    


    The
      maximum six-hundred sixty (660) hour Sick Pay Bank may be accrued pursuant
      to
      the table below.  The maximum sick bank is divided into accounts of
      three-hundred sixty (360) and three-hundred (300) hours.  Only after
      accruing the maximum three-hundred sixty hours (360) in the first account may
      an
      employee begin accruing toward the maximum three-hundred (300) hours in the
      second account.  The three-hundred (300) hour account may be used only
      for major, long-term illness or injury (i.e. longer than thirty (30) calendar
      days), and then only after the three-hundred sixty (360) hour regular account
      has been exhausted.  Upon retirement, employees are entitled to be
      paid for all accrued but unused Sick Pay Bank hours.

    


    
      	
              Years
                of Service

            	
              Pay
                Period Accrual

            	
              Annual
                Accrual

            
	 	 	 
	
              1st
                Year

            	
              .92
                Hours

            	
              24
                Hours

            
	
              2nd
                Year

            	
              1.54
                Hours

            	
              40
                Hours

            
	
              3rd
                Year

            	
              1.85
                Hours

            	
              48
                Hours

            
	
              4th
                Year

            	
              2.15
                Hours

            	
              56
                Hours

            
	
              5th
                Year

            	
              2.77
                Hours

            	
              72
                Hours

            
	 	 	 


    

    


    
 

    



    
      
        
        

      

      
        -17-

        
          

        

      

      
        
        

      

    


    SECTION
      8

    


    PROBATION

    


    A.  Probation

    


    An
      employee shall be on probation for his/her first six (6) months of active
      service with the Company as a Flight Dispatcher.

    


    B.  Adjustments
      to Length

    


    Time
      off
      due to sickness, injury, leave of absence, furlough or discipline will not
      be
      counted toward completion of the active service requirement for completion
      of an
      employee’s probationary period.

    


    C.  Applicability

    


    A
      Flight
      Dispatcher on probation shall not be entitled to utilize the grievance and/or
      System Board procedures of this Agreement for any disciplinary action, including
      discharge.  In any case, should a Flight Dispatcher on probation be
      afforded a grievance or System Board hearing, by law or otherwise, the Company
      shall not be required to prove “just cause” in any disciplinary or discharge
      grievance or System Board hearing.

    


    



    
      
        
        

      

      
        -18-

        
          

        

      

      
        
        

      

    


    


    


    SECTION
      9

    


    LEAVE
      OF ABSENCE

    


    A.  Leave
      of Absence

    


    When
      requirements of service will permit, an employee hereunder may be granted a
      leave of absence in accordance with Company policy, as stated in the current
      Associates Handbook in effect.

    


    



    
      
        
        

      

      
        -19-

        
          

        

      

      
        
        

      

    


    


    


    SECTION
      10

    


    BENEFITS

    


    A.  Benefits

    


    Flight
      Dispatchers shall be provided a minimum level of coverage as stated in the
      current Republic Airways Associates Handbook in effect.

    


    


    



    
      
        
        

      

      
        -20-

        
          

        

      

      
        
        

      

    


    


    


    SECTION
      11

    


    FURLOUGH
      AND RECALL

    


    A.  Involuntary
      Furlough

    


    
      	
               

            	
              1.

            	
              The
                Company shall notify the Union prior to official announcement and
                implementation of a furlough of Flight
                Dispatchers.

            


    

    


    
      	
               

            	
              2.

            	
              In
                the event of a furlough, Flight Dispatchers will be furloughed in
                inverse
                order of seniority from the Chautauqua Flight Dispatcher Seniority
                List.

            


    

    


    
      	
               

            	
              3.

            	
              The
                Company shall provide fifteen (15) days notification of furlough
                or pay in
                lieu thereof, except in case of emergency, act of God, or where there
                is
                no work because of a labor dispute, or other circumstances over which
                the
                Company has no control.

            


    

    


    
      	
               

            	
              4.

            	
              A
                furloughed Flight Dispatcher shall retain all seniority and longevity
                accrued prior to the time of furlough for a period not to exceed
                five (5)
                years.  He/She shall continue to accrue seniority but not
                longevity while on furlough.  At the time of furlough, Flight
                Dispatchers must provide the proper contact information to Flight
                Operations management.

            


    

    


    
      	
               

            	
              5.

            	
              A
                furloughed Flight Dispatcher shall retain medical coverage, as provided
                prior to furlough, for a period of sixty (60) days following the
                date of
                furlough.  Flight Dispatchers with less than 24 months of
                service at the time of furlough shall be responsible to pay the employer
                portion of the medical cost during the sixty (60) day
                period.

            


    

    


    
      	
               

            	
              6.

            	
              Flight
                Dispatchers on furlough for less than thirty (30) days shall continue
                to
                accrue longevity for benefit and pay purposes during the period on
                furlough.

            


    

    


    
      	
               

            	
              7.

            	
              Flight
                Dispatchers who remain on furlough at the end of five (5) years from
                the
                effective date of the furlough shall be released from employment
                with
                Chautauqua Airlines, and their names shall be deleted from the Chautauqua
                Flight Dispatcher Seniority List.

            


    

    


    B.  Recall

    


    
      	
               

            	
              1.

            	
              The
                Company shall notify the Union prior to official announcement and
                implementation of a recall of Flight
                Dispatchers.

            


    

    


    
      	
               

            	
              2.

            	
              Flight
                Dispatchers shall be recalled in order of seniority from the Chautauqua
                Flight Dispatcher Seniority List.

            


    

     

     

    
      
        
        

      

      
        -21-

        
          

        

      

      
        
        

      

    

    
 

    
      	
               

            	
              3.

            	
              A
                written recall notice shall be sent to each Flight Dispatcher entitled
                to
                recall to the last address provided to the Company.  A Flight
                Dispatcher shall be given fifteen (15) days from his/her receipt
                of the
                notice of recall to return to duty, and must notify Flight Operations
                within ten (10) days from the date of receipt of the written recall
                notice
                of his/her response to the recall on the date specified in the recall
                notice.  Upon request, a recalled Flight Dispatcher shall have
                the fifteen (15) day period to report for duty extended for a period
                of up
                to an additional period of fifteen (15) days (i.e. to a maximum of
                30 days
                from receipt of notice of recall) should the Flight Dispatcher need
                the
                additional time to relocate in order to resume his/her position as
                a
                Chautauqua Flight Dispatcher.

            


    

    


    
      	
               

            	
              4.

            	
              The
                Company shall make a reasonable effort to provide space available
                air
                transportation on Chautauqua aircraft to Flight Dispatchers being
                recalled.

            


    

    


    
      	
               

            	
              5.

            	
              If
                the Company is unable to contact a furloughed Flight Dispatcher for
                recall
                or if the Flight Dispatcher fails to notify the Company of his/her
                response by the deadline date, the Company will consider the Flight
                Dispatcher to have voluntarily resigned his/her employment with Chautauqua
                Airlines, Inc.

            


    

    


    
      	
               

            	
              6.

            	
              Flight
                Dispatchers on furlough shall retain recall rights for up to
                five  (5) years from the date of furlough and thereafter shall
                be released from full-time employment with Chautauqua Airlines,
                Inc.

            


    

    


    


    C.           Severance

    


    
      	
               

            	
              1.

            	
              In
                the event of a reduction in force or when the Company decides to
                close a
                station, Flight Dispatchers at that station, with at least one (1)
                year of
                service as a Flight Dispatcher, who decide not to transfer to another
                station will receive eighty (80) hours of severance pay, at the employee’s
                current hourly rate.

            


    

    


    
      	
               

            	
              2.

            	
              In
                addition to the eighty (80) hours outlined in A. above, Flight Dispatchers
                shall receive additional hours of severance pay in accordance with
                the
                schedule below:

            


    

    


     

    
      	
              Yrs.
                of Service

            	
              Number
                of Additional Hrs. For Each Yr. of Service

            
	
              For
                Years 1-10

            	
              Eight
                (8) Hours

            
	
              For
                Years 11-15

            	
              Sixteen
                (16) Hours

            
	
              For
                Years 15+

            	
              Twenty-Four
                (24) Hours

            


    

     

     

     

     

     

    


    


    


    
      
        
        

      

      
        -22-

        
          

        

      

      
        
        

      

    

    


    SECTION
      12

    


    GRIEVANCE
      PROCEDURES

    


    
      	
               

            	
              A.

            	
              A
                grievance is defined as a claim or dispute by an employee or group
                of
                employees covered by this Agreement concerning the interpretation
                and/or
                application of the Agreement or disciplinary or discharge action
                taken
                against the employee.

            


    

    


    B.         Grievances
      Other Than Those Involving Discipline and Discharge

    


    Pre-grievance
      Discussion

    


    Any
      employee covered by this Agreement who believes that he/she has a grievance
      concerning the meaning or application of the terms of the Agreement shall,
      within fifteen (15) days after the employee has, or reasonably should have
      had,
      knowledge of the matter giving rise to the grievance, request an informal
      discussion with the Dispatch Manager, or his/her designee to attempt to resolve
      the dispute. The employee shall present his/her grievance in person. The
      Dispatch Manager, or designee, shall meet with the employee within ten (10)
      days
      of receiving a request for a discussion. The employee is permitted to have
      present a Union representative of his/her choice at the meeting.

     

    Step
      1

    


    Should
      the result of the pre-grievance discussion be unsatisfactory to the employee
      or
      should the discussion fail to take place within the ten day period, the employee
      may file a grievance in writing to the Director of System Operations Control.
      Such grievance shall be filed within ten (10) days of the pre-grievance
      discussion deadline. The written grievance shall include a statement of the
      facts of the grievance and list the section(s) of the Agreement that relate
      to
      the dispute. The Director of System Operations Control, or designee (a person
      other than the person who conducted the pre-grievance discussion), shall
      investigate the grievance and provide a written response within fifteen (15)
      days of receipt of the grievance. Should the employee find the decision of
      the
      Director of System Operations Control, or designee, unsatisfactory, the
      grievance may be appealed to Step 2. The appeal to Step 2 shall be made in
      writing within thirty (30) days of the employee's receipt of the Step 1
      decision.

    


    Step
      2

    


    Representatives
      for the Union and the Company shall meet once each calendar quarter
      to discuss and attempt to resolve all grievances appealed to Step 2.
      All

     

     

     

    
      
        
        

      

      
        -23-

        
          

        

      

      
        
        

      

    

    
 

    
      	 	 	resolutions
              of grievances at Step 2 shall be final and not subject to further
              appeal.  Should the Union and Company representatives be unable
              to reach agreement on a resolution to a grievance, the Union may appeal
              the grievance to the Chautauqua Dispatchers' System Board of Adjustment
              within sixty (60) days of the Step 2 meeting in accordance with the
              procedures set forth in Section 15 of the
              Agreement.


      	 	 	 


      	 	C.    	Grievances
              Involving Discipline and Discharge


      	 	 	 


      	 	 	Step
              1


      	 	 	 


      	 	 	All
              actions by the Company concerning the discipline or discharge of an
              employee covered by this Agreement shall be confirmed in writing to
              the
              employee with a copy of such written confirmation supplied to the Union.
              An employee may, within five (5) days of receipt of written confirmation
              of the discipline or discharge file an appeal of the Company's action
              with
              the Director of System Operations Control. The Director of System
              Operations Control, or designee, shall investigate the facts related
              to
              the discipline or discharge and render a written decision to the employee
              with a copy to the Union within fifteen (15) days of receipt of the
              appeal. Should the decision of the Director of System Operations Control,
              or designee, be unsatisfactory to the employee, the dispute may be
              appealed by the employee to Step 2. The appeal to Step 2 shall be made
              in
              writing within fifteen (15) days of the employee's receipt of the Step
              I
              decision.


      	 	 	 


      	 	 	Step
              2


      	 	 	 


      	 	 	Representatives
              for the Union and the Company shall meet once each calendar quarter
              to
              discuss and attempt to resolve all grievances appealed to Step 2. All
              resolutions of grievances at Step 2 shall be final and not subject
              to
              further appeal. Should the Union and Company representatives be unable
              to
              reach agreement on a resolution to a grievance, the Union may appeal
              the
              grievance to the Chautauqua Dispatchers' System Board of Adjustment
              within
              sixty (60) days of the Step 2 meeting in accordance with the procedures
              set forth in Section 15 of the Agreement.


      	 	 	 


      	 	D.	General


      	 	 	 


      	
               

            	
               

            	
              1.
                All written communication required by this Section shall be either
                delivered in person, with a signature and date confirming receipt,
                or
                shall be sent by certified mail with a return
                receipt.

            


    

    


    
      	
               

            	
            	
              2.
                The Company shall inform an employee in advance of any meeting with
                such
                employee that may result in discipline or discharge. Nothing herein
                shall
                be construed to restrict the right of an employee covered by this
                Agreement to have a Union Representative present during any meeting
                concerning discipline or discharge.

            


    

     

     

     

    
      
        
        

      

      
        -24-

        
          

        

      

      
        
        

      

    

             

    


    
      	 	 	3.
              All "days" as referred to in this Section are calendar
              days.


      	 	 	 


      	
               

            	
               

            	
              4.
                The time limits specified herein may be extended by mutual agreement
                between the Company and the
                Union.

            


    


    
      
        
        

      

      
        -25-

        
          

        

      

      
        
        

      

    


    


    
      	
              SECTION
                13

            
	 
	
              SYSTEM
                BOARD OF ADJUSTMENT

            


    

     

     

     

    


    
      	A.	 	Establishment
              and Purpose


      	 	 	 


      	 	 	In
              compliance with Section 204, Title 11, of the Railway Labor Act, as
              amended, there is hereby established a System Board of Adjustment for
              the
              purpose of adjusting and deciding disputes which may arise under the
              terms
              of this Agreement and which are properly submitted to it. This board
              shall
              be known as the Chautauqua Dispatchers' System Board of Adjustment
              (hereinafter referred to as the "Board").


      	 	 	 


      	B.	 	Composition
              of the Board


      	 	 	 


      	
               

            	
              1.

            	
              The
                Board shall consist of one (1) member appointed by the Company and
                one (1)
                member appointed by the Union. A third member shall be added to the
                Board
                to serve as a neutral referee for the purpose of hearing an arbitration
                conducted pursuant to this Section. The Company and the Union shall
                advise
                each other in writing of the name, position, address and phone number
                of
                their initial appointments to the Board and any subsequent replacement
                appointments.

            


    

    


    
      	
               

            	
              2.

            	
              A
                Chairperson and Vice Chairperson of the Board will be selected from
                the
                Board members. The office of Chairperson shall alternate yearly between
                the Company Board member and the Union Board member, with the Chairperson
                position being held by the Union-appointed Board member in even-numbered
                years. Whenever the position of Chairperson is filled by a
                Company-appointed Board member, the position of Vice Chairperson
                shall be
                filled by the Union-appointed Board member and vice
                versa.

            


    

    


    
      	
               

            	
              3.

            	
              Whenever
                the Board is convened to hear an arbitration, the Company and Union
                may
                elect to appoint an alternate to serve as a Board member for the
                arbitration.

            


    

    


    
      	
               

            	
              4.

            	
              The
                appointment of a neutral referee shall be by mutual agreement between
                the
                parties from the panel described in paragraph G below or, if the
                parties
                are unable to reach agreement, by the alternate strike method whereby
                each
                party shall alternately strike the name of a panel member with the
                last
                remaining panel member being the neutral referee for the subject
                arbitration.

            


      	 	 	 


      	C.	 	Jurisdiction
              of the Board


      	 	 	 


    

     

     

     

    
      
        
        

      

      
        -26-

        
          

        

      

      
        
        

      

    

    
 

    
      	 	 	The
              Board shall have jurisdiction over and shall consider all disputes
              properly submitted to it that are covered under the terms of this
              Agreement and that arise through grievance out of disputed interpretations
              or applications of this Agreement or that involve discipline or discharge.
              The jurisdiction shall not extend to proposed changes in hours of
              employment, rates of compensation, or working conditions nor shall
              the
              Board have the authority to alter the express terms of this
              Agreement.


      	 	 	 


      	D.	 	Submission
              of Disputes


      	 	 	 


      	 	 	Disputes
              properly submitted to the Board shall be addressed to the Chairperson
              with
              copies to the Vice Chairperson and the Vice President-Flight Operations.
              The written appeal shall include:


      	 	 	 


      	 	 	
              •
                The grievant's name and address,

              


              •
A
                statement of the question at issue,

              


              •
A
                summary of the facts giving rise to the grievance,

              


              •
A
                statement setting forth the position of the grievant,

              


              •
A
                statement setting forth the position of the Company,

              


              •
                The relief sought, and

              


              •
A
                copy of the Step 2 decision.

            


      	 	 	 


      	E.	 	Convening
              the Board


      	 	 	 


      	 	 	The
              Board will docket a grievance for an arbitration at the earliest date
              of
              availability for the selected arbitrator but not earlier than thirty
              (30)
              days from the date of filing with the Board Chairperson unless the
              parties
              mutually agree to an earlier date. Arbitrations involving the discharge
              of
              an employee shall be docketed for hearing within ninety (90) days from
              the
              date of filing with the Board Chairperson unless the parties mutually
              agree to a later date.


      	 	 	 


      	F.	 	Decisions
              of the Board


      	 	 	 


      	 	 	Decisions
              of the Board shall be by a majority vote and shall be final and binding
              on
              all parties.


      	 	 	 


      	G.	 	Neutral
              Referees


    

     

    


    
      
 

    

    
      
        
        

      

      
        -27-

        
          

        

      

      
        
        

      

    

    
      	
               

            	
              1.

            	
              The
                Company and the Union shall select a panel of nine (9) neutral referees
                (arbitrators) who will serve as the third member of the Board for
                the
                purpose of conducting arbitrations. The selection of the panel shall
                be by
                mutual agreement between the Company and the Union. If the parties
                are
                unable, within sixty (60) days from the signing of this Agreement,
                to
                agree on a full panel, the Chairperson and Vice Chairperson of the
                Board
                shall mutually petition the National Mediation Board and/or the American
                Arbitration Association for the names of three arbitrators for each
                unfilled position on the panel. Upon receipt of the names, the Company
                and
                the Union shall attempt to mutually agree on a member from each group
                of
                three names. In the event the parties are unable to mutually agree
                within
                ten (10) business days of receipt of the names, each remaining open
                position shall be filled utilizing the alternate strike method with
                each
                group of three names. The last remaining name in each group shall
                fill the
                applicable open position on the
                panel.

            


    

    


    
      	
               

            	
              2.

            	
              Once
                the panel is established, the Company and the Union may mutually
                agree to
                change the membership of the panel at any time. Further, either the
                Company or the Union may unilaterally remove a member from the panel,
                provided the panel member is not serving as the neutral referee for
                an
                arbitration that has commenced. The Company or the Union may not
                exercise
                a unilateral removal more often than once in any six (6) month
                period.

            


      	 	 	 


      	H.	 	Board
              Records


      	 	 	 


      	 	 	The
              Board shall maintain a complete record of all matters properly submitted
              to it and of all findings and decisions made by it. The aforementioned
              "complete record" does not necessarily include a stenographic transcript
              of all testimony of all witnesses who appear before the
              Board.


      	 	 	 


      	I.	 	Hearings


    

     

    
      	
               

            	
              1.

            	
              Arbitration
                hearings shall be conducted in Indianapolis, Indiana unless the Company
                and the Union mutually agree to an alternate
                location.

            


    

    


    
      	
               

            	
              2.

            	
              The
                parties should attempt to agree on a statement of issue to present
                to the
                Board prior to the commencement of the hearing. Should they be unable
                to
                agree, both parties shall submit their version of a statement of
                issue and
                shall provide the other party no later than the day prior to the
                arbitration with a copy of the statement of issue they intend to
                submit to
                the Board.

            


    

     

     

     

    
      
        
        

      

      
        -28-

        
          

        

      

      
        
        

      

    

     

    
 

    
      	 	3.	The
              parties should utilize joint exhibits whenever
              possible.


      	 	 	 


      	J.	 	General


    

    
      
      

    

    
      	
               

            	
              1.

            	
              All
                members of the Board shall be free to discharge their duties in an
                independent manner and witnesses shall be free to testify without
                fear of
                recrimination by either of the
                parties.

            


    

    


    
      	
               

            	
              2.

            	
              Each
                party will assume the expenses of its Board member, or alternate,
                and its
                own witnesses.

            


    

    


    
      	
               

            	
              3.

            	
              When
                it is mutually agreed that a stenographic transcript is to be made
                of a
                hearing, one-half the costs shall be borne equally by each party.
                Should
                one of the parties have stenographic transcript made, that party
                shall pay
                the complete cost of the transcript. The other party shall, however,
                be
                provided with a copy of the transcript upon request by paying one-half
                of
                the costs.

            


    

    


    
      	
               

            	
              4.

            	
              Costs
                associated with a hearing (e.g. hearing room rental, the arbitrator's
                fees
                and expenses) shall be borne equally by the Company and the
                Union.

            


    


    
      
        
        

      

      
        -29-

        
          

        

      

      
        
        

      

    


    


    


    SECTION
      14

    


    UNION
      SECURITY

    


    
      	
              A.

            	
              Conditions

            


    

    


    
      	
              1.  

            	
              Each
                employee now or hereafter employed as a Flight Dispatcher under this
                Agreement shall, as a condition of continued employment in such work,
                within sixty (60) days following the beginning of such employment
                or the
                effective date of this Section, whichever is later, become a member
                of,
                and thereaf­ter maintain membership in good standing (as herein
                defined) in the Union, except as provided otherwise herein. Such
                condition
                shall not apply with respect to any employee to whom such membership
                is
                not available upon the same terms and conditions as are generally
                applicable to any other member of his/her classification, or with
                respect
                to any employee to whom membership is denied or terminated for any
                reason
                other than the failure of the employee to tender the dues uniformly
                required of other members of his/her classification as a condition
                of
                acquiring or retaining membership.

            


    

    


    
      	
              2.  

            	
              The
                condition of payment shall be met if the amount due is tendered to
                the
                Treasurer of the Union in person or is mailed to him/her within the
                prescribed time limits.

            


    

    


    
      	
              3.  

            	
              For
                the purpose of this Section, "membership in good standing in the
                Union"
                shall consist of the payment by the employee, not later than the
                last day
                of the second following calendar month, of dues for each calendar
                month,
                initiation fees and assessments (not including fines and penalties),
                which
                are uniformly required of his/her classification as a condition of
                acquiring or retaining membership.

            


    

    


    
      	
              4.  

            	
              The
                employee may have his/her monthly membership dues deducted from his/her
                earnings as provided in paragraph B1 of this Section, or he/she may
                pay
                his/her membership dues directly to the Union.  Initiation fees
                must be paid directly to the Union.

            


    

    


    
      	
              5.  

            	
              Any
                employee who fails to voluntarily acquire and maintain membership
                in the
                Union shall not be required, as a condition of continued employment,
                to
                become a member of the Union as set out in this section.  Such
                employee shall be required, beginning sixty (60) says following the
                beginning of employment as a Flight Dispatcher or the effective date
                of
                this Section, whichever is later, to pay the Union each month a service
                charge equal to the Union’s regular and usual dues.  Any such
                employee who, subsequent to the effective date of this Section and
                during
                the term of this Agreement, joins the Union, must thereafter maintain
                his/her membership in the Union as provided in this
                Section.

            


    

    


    
      
        
        

      

      
        -30-

        
          

        

      

      
        
        

      

    

    


    
      	
              6.  

            	
              Notwithstanding
                any other provisions contained in this Agreement, if any person is
                transferred or promoted to a position in which he/she is not covered
                by
                this Agreement, the provisions of this Section shall be inoperative
                as to
                such employee.  This paragraph shall not apply to an employee
                who is transferred or promoted on a "Temporary" or "Acting"
                basis.

            


    

    


    
      	
              7.  

            	
              When
                any person holding seniority under this Agreement returns to a position
                covered by this Agreement from furlough, leave of absence, military
                leave,
                or a position in which he/she was not covered by this Agreement,
                the
                appropriate provisions of this Section shall, at time of return,
                apply in
                the same manner as if he/she had been actively employed in such position
                on the effective date of this
                Section.

            


    

    


    
      	
              8.  

            	
              When
                an employee becomes delinquent by not meeting the requirements of
                this
                Section for "membership in good standing in the Union," or paragraph
                5
                above, the following procedure shall be
                observed.

            


    

    


    
      	
               

            	
              (a)

            	
              The
                Treasurer of the Union shall notify the employee by certified mail,
                return
                receipt requested, copy to the Company's Vice President-Flight Operations,
                that the employ­ee is delin­quent in the payment of dues as
                speci­fied herein and accordingly is subject to discharge as an
                employee of the Company.  Such letter shall also notify the
                employee that he/she make the required payments within thirty (30)
                calendar days of the date of mailing of the notice or be subject
                to
                discharge under the terms of this Agreement.  If the notice
                above is not received by the employee or is delayed in reaching such
                employee as the result of the employee's failure to keep both the
                Company
                and the Union informed as to his correct mailing address, no extension
                in
                the time limit specified in the original notice is
                required.

            


    

    


    
      	
               

            	
              (b)

            	
              Upon
                the expiration of the thirty (30) day period following the mailing
                of the
                notice in subsection 8(a) above, if the employee still remains delinquent
                the Treasurer of the Union may certify in writing to the Company's
                Vice
                President-Flight Operations that the employee has failed to make
                the
                required payment within the thirty (30) day grace period and is,
                therefore, to be discharged.

            


    

    


    
      	
               

            	
              (c)

            	
              Within
                fifteen (15) days after receipt by the Company of the Union's certified
                notice in subsection 8(b) above that the employee is to be discharged,
                the
                Company shall discharge the employee from its services for failure
                to pay
                or to tender dues or service charges as required under this
                Section.

            


    

    


    
      	
                 

            	
              9.  Appeal

            


    

     

     

    
      
        
        

      

      
        -31-

        
          

        

      

      
        
        

      

    

    
 

    
      	
               

            	
              (a)

            	
              If
                the employee discharged or to be discharged under this Section contends
                that he/she is not properly subject to discharge under the terms
                of this
                Section he/she may protest such action to the Chautauqua Flight
                Dispatcher's System Board of Adjustment provided that such protest
                in
                writing is mailed to the Board within (10) days after the date the
                employee is notified of such action.  This protest shall be
                submitted in duplicate to the Chairman of the System Board of Adjustment,
                with one copy to be mailed of the Vice President-Flight Operations,
                at
                such address as he/she may from time to time designate, and the other
                copy
                to be mailed in care of the Treasurer of the Union. The letter to
                the
                Chairman of the Board and both copies shall be sent by registered
                mail,
                return receipt requested. In the event no protest is so filed within
                the
                above time limits, the action will be considered as proper and will
                be
                final and binding upon all parties concerned. Within thirty (30)
                days of
                receipt of such a protest, the System Board of Adjust­ment will meet
                and consider the dispute. A representative of the Company, a
                representative of the Union, and the employee affected will be allowed
                to
                present to the Board all evidence and argument pertinent to the issue.
                Prior to the expiration of the workday following such Board meeting,
                the
                Board will issue either a majority decision or a notice of deadlock.
                If a
                majority decision is issued, it will be final and binding upon all
                parties
                concerned. If a deadlock is reached, and if at the time of the deadlock
                the Board cannot agree upon a neutral to sit with the Board to decide
                the
                dispute, the Board will immediately request the National Mediation
                Board
                to appoint a neutral, and the Board will meet with him/her at the
                earliest
                opportunity and decide the dispute. At the meeting the Board, sitting
                with
                a neutral, a representative of the Company, a representa­tive of the
                Union, and the employee affected, will be allowed to present to the
                Board
                all evidence and arguments pertinent to the issue. A majority decision
                of
                the Board, including the neutral, will be issued within thirty (30)
                days
                after such meeting and will be final and binding upon all parties
                concerned. The expenses and reasonable compensation of the neutral
                selected as provided herein shall be borne equally by the parties
                to this
                Agreement.

            


    

    


    
      	
               

            	
              (b)

            	
              The
                provisions of Section 12 shall not apply to disputes arising under
                this
                Section, and the provisions of this Agreement establishing a System
                Board
                of Adjustment shall apply to such disputes except as they are superseded
                by the above provisions relating to proce­dure for handling
                disputes.

            


    

    


    
      	
               

            	
              (c)

            	
              The
                effective date of an employee's discharge under this Section will
                be held
                in abeyance during the time that a dispute is unsettled as to whether
                or
                not the individual is properly employed under the provisions of the
                Section. If a decision is made that the employee should be discharged,
                the
                discharge shall be effected the day following the issuance of the
                decision. In the event a reduction in force occurs during such time
                as an
                employee's status is being protested under the provisions of this
                Section,
                such employees will considered as having seniority under this Agreement
                for purposes of effect­ing the
                reduction.

            


    

     

     

    
      
        
        

      

      
        -32-

        
          

        

      

      
        
        

      

    

    
 

    
      	
                  10.  

            	
              Time
                limits specified in this Section may be extended in individual cases
                only,
                and then only by written agreement between the Company and the
                Union.

            


    

    


    
      	
                  11.  

            	
              An
                employee discharged under the provisions of this Section shall be
                deemed
                to have been "discharged for just cause" within the meaning of the
                terms
                of this Agreement.

            


    

    


    
      	
                  12.  

            	
              All
                letters and notices provided for by this Section shall be sent by
                registered mail, return receipt requested.  Such letters and
                notices or copies sent to the Union shall be addressed to the Treasurer
                of
                the Union at such address as he/she may from time to time
                designate.  Such letters and notices or copies sent to the
                Company shall be addressed to the Company's Vice President-Flight
                Operations at such address as he/she may from time to time
                designate.

            


      	 	 


      	    13.  	
              Nothing
                in this Section shall require the Company to terminate the employment
                of
                any employee until the services of a qualified replace­ment are
                available except that the provisions of this para­graph will not
                permit the Company to retain an employee in its employment in excess
                of
                ninety (90) calendar days from the date of the Union's notice given
                pursuant to the paragraph A(8)(c) of this
                Section.

            


    

    


    
      	
                  14.  

            	
              For
                the purposes of this Section, when an employee is discharged or resigns
                and he/she returns more than twelve (12) months from the date of
                discharge
                or resignation, he/she will be considered as a new employee for purposes
                of this Agreement.

            


    

    


    
      	
                  15.  

            	
              Both
                the Union and the Company, or either of them, shall have the right
                at any
                time, to notify individual employees directly of any provisions of
                this
                Agreement.

            


    

    


    
      	
                  16.  

            	
              When
                new employees are hired or transferred into classifica­tions covered
                by this Agreement the Company will furnish monthly to the Union the
                names,
                classification, point of employment and payroll register number of
                such
                new employees.  The Company will furnish to the Union the names,
                present and previous classification, point of employment and payroll
                register number of all employees who may transfer out of classifications
                covered by this Agreement; in addition, the Company will furnish
                to the
                Union the names, location, payroll register number and status of
                employ­ees covered by this Agreement who terminate their payroll
                status for any reason, such listing will be furnished
                monthly.

            


    

    


    B.  DUES
      CHECK - OFF

    


    
      	
                   1.  

            	
              During
                the life of this Agreement the Company will deduct from the pay of
                each
                Flight Dispatcher and remit to the Union monthly membership dues
                or
                service charges uniformly levied in accordance with the Railway Labor
                Act,
                as amended, and the constitution and bylaws of the Union, provided
                such
                Flight Dispatcher voluntarily executes the agreed form, which is
                hereinafter included in this Agreement to be known as "check-off
                form,"
                which shall be prepared and furnished by the Union. The Company will
                not
                be required to deduct monthly membership dues from the pay of employees
                covered by this Agreement unless the Company has received a check-off
                form
                and has not received a notice of revocation
                thereof.

            


    

     

     

    
      
        
        

      

      
        -33-

        
          

        

      

      
        
        

      

    

    
 

    ASSIGNMENT
      AND AUTHORIZATION

    FOR
      CHECK-OFF UNION DUES

    


    
      	
               

            	
              TO
                CHAUTAUQUA AIRLINES

            


    

    


    
      	
               

            	
              I,
                 , hereby assign to the Transport Workers Union of America,
                AFL-CIO, Union dues from any wages earned or to be earned by me as
                your
                employee and authorize and direct you to deduct the sum of $___________
                each month, which are the monthly membership dues (or such monthly
                membership dues as may hereinafter be established by the Union as
                dues for
                employees in my present or future classification under the Agreement
                upon
                notification to the Company by the Treasurer of the Union) from one
                pay
                check per month and to remit same to the Treasurer of the Union.
                This
                assignment and authorization may be revoked by me in writing after
                the
                expiration of one (1) year from this date, or upon the termination
                date of
                the applicable collective bargaining agreement between CHAUTAUQUA
                AIRLINES, and the Union in effect at the time this is signed, whichever
                occurs sooner. This authoriza­tion and direction is made subject to
                the provisions of the Railway Labor Act, as amended, and in accordance
                with existing Agreement between the Union and the
                Company.

            


    

    


    
      	
               

            	
              Employee
                Payroll No.

            


    

    


    
      	
               

            	
              Job
                Classification

            


    

    


    
      	
               

            	
              Department
                Location

            


    

    


    
      	
               

            	
              Date

            


    

    


    
      	
               

            	
              Signature
                of Employee

            


    

    


    
      	
               

            	
              Street
                Address

            


    

    


    
      	
               

            	
              City
                and State

            


    

    


    
      	
              2.     

            	
              When
                a Flight Dispatcher properly executes such check-off form, the Treasurer
                of the Union shall forward the original signed copy to the Company’s
                Manager - Payroll.  A check-off form must be completed in a
                legible manner or it will be returned to the Treasurer of the Union
                for
                correction.  Any notice of revocation as provided for in this
                Section or the Railway Labor Act, as amended, must be in writing,
                signed
                by the employee and two copies delivered by registered or certified
                mail,
                addressed to the Treasurer of the Union. Dues deductions will be
                continued
                until one (1) copy of such notice of revocation is received by the
                Company’s Manager - Payroll, from the Treasurer of the
                Union.  Check-off forms and notices received by the Company’s
                Manager - Payroll will be stamp-dated on the date received and will
                constitute notice to the Company on the date received and not when
                mailed.

            


    

     

     

    
 

    
      
        
        

      

      
        -34-

        
          

        

      

      
        
        

      

    

    
      	
              3.

            	
              When
                a check-off form, as specified herein, is received by the Manager
                -
                Payroll fifteen (15) days or more before the issuing date of the
                first
                bi-weekly paycheck of the month, deductions will commence with such
                paycheck and continue thereafter until revoked or canceled as provided
                in
                this Section.  The Company will remit to the Union a check in
                payment of all dues collected as soon after the payday on which deductions
                were made, as practicable and within thirty (30) days.  The
                Company remit­tance of Union membership dues to the office of the
                Treasurer of the Union will be accompanied by two (2) copies of a
                list for
                each location which includes (1) names, (2) employee register numbers
                and
                (3) individual amounts deducted.

            


    

    


    
      	
              4.

            	
              An
                employee who has executed a check-off form and who has been (1)
                transferred or promoted to a job not covered by this Agreement,
                (exclud­ing transfers or promotions on a "Temporary" or "Acting"
                basis), (2) who has taken a leave of absence without pay, (3) who
                quits or
                resigns from the Company, (4) who is laid off, or is (5) otherwise
                terminated from the employ of the Company, shall be deemed to have
                automatically revoked his/her assignment as of the date of such action
                and
                if he/she (1) transfers back or returns to a job covered by this
                Agreement, (2) returns from leave of absence, (3) is rehired, (4)
                is
                recalled or (5) re-employed, further deduc­tions of Union dues will be
                made only upon execution and receipt of another check-off
                form.

            


    

    


    
      	
              5.

            	
              Collection
                of initiation fees, as well as any back dues or service charges owed
                at
                the time of starting deductions for an employee, collection of dues
                or
                service charges missed because the employee's earnings were not sufficient
                to cover the payment of dues for a particular pay period, and collection
                of dues or service charges missed because of accidental errors in
                the
                accounting procedure, will be the responsibili­ty of the Union and
                will not be the subject of payroll deduction.  It will be the
                Union's responsibility to verify apparent errors with the individual
                Union
                member before the representa­tive contacts the Company's Manager -
                Payroll.

            


    

    


    
      	
              6.

            	
              Deductions
                of membership dues shall be made from one (1) paycheck each month
                provided
                there is a balance in the paycheck sufficient to cover the amount
                after
                all other deductions authorized by the employee or required by law
                have
                been justified.  In the event of termination of employment,
                there shall be no obligation of the Company to collect dues until
                all such
                other deductions (including money claims of the Company and the Credit
                Union) have been made, and such obligation to collect dues shall
                not
                extend beyond the pay period in which the employee's last day of
                work
                occurs.

            


    

     

     

    
 

    
      
        
        

      

      
        -35-

        
          

        

      

      
        
        

      

    

    
      	
               

            	
              C.  General

            


    

    


    
      	
              1.

            	
              This
                Section shall be in force only so long as the Union continues as
                the
                recognized representative of the employees under this
                Agreement.

            


    

    


    
      	
              2.

            	
              The
                Company shall not be liable for any wages or other claims (including
                discharge) of any Flight Dispatcher which may result from action
                taken by
                the Company pursuant to a written order by an employee or an authorized
                Union representative under the terms of this
                Section.

            


    

    


    
      	
              3.

            	
              As
                used herein, the word "Union" means Local 540, and "Trea­surer of the
                Union" means Treasurer of Local 540 where
                applicable.

            


    


    
      
        
        

      

      
        -36-

        
          

        

      

      
        
        

      

    


    


    


    
      	
               

            	
              SECTON
                15

            


    

    


    
      	
               

            	
              GENERAL

            


    

    


    
      	
              A.

            	
              The
                Company shall share the expense of providing each Flight Dispatcher
                with a
                bound, printed copy of this Agreement with the
                union.

            


    

    


    
      	
              B.

            	
              All
                orders to and requests from a Flight Dispatcher involving transfers,
                promotions, demotions, layoff, re-employment, leaves of absence,
                or
                anything affecting his/her pay or status, shall be
                writing.

            


    

    


    
      	
              C.

            	
              The
                Company will meet with the Union to review new technology that the
                Company
                may introduce that directly relates to the Flight Dispatcher
                position.

            


    

    


    
      	
              D.

            	
              For
                the term of this Agreement, neither the Union nor any employees
                represented by the Union will authorize, support or engage in any
                strikes,
                work stoppages, slowdowns, job actions (including any sympathy strike
                or
                refusal to cross picket lines established by other unions) directed
                against the Company.  The Company reserves the right to
                discipline, up to and including discharge, any employee who violates
                any
                portion of this provision.  Further, the Company shall not
                cause, permit, or engage in any lockout of its Flight Dispatchers
                during
                the term of this Agreement.

            


    

    


    
      	
              E.

            	
              Should
                any part hereof or any provisions herein contained be rendered invalid
                by
                reason of any existing or subsequently enacted legislation or act
                of any
                authorized agency of government or by any decree of a court of competent
                jurisdiction, such invalidation of such part or portion of this Agreement
                shall not invalidate the remaining portions thereof, and they shall
                remain
                in full force and effect.  Upon the request of either party
                hereto, subsequent to any such invalidation, the Company and the
                Union
                shall meet to discuss whether any modifications to this Agreement
                are
                necessary.

            


    

    


    
      	
              F.

            	
              A
                Flight Dispatcher shall be permitted to attend any formal investigation
                of
                a Chautauqua aircraft incident or accident, as such terms are defined
                by
                the NTSB, in which a Flight Dispatcher is believed to be
                involved.

            


    

    


    
      	
              G.

            	
              The
                Company shall provide space for a Union bulletin board in the general
                work
                area of the Flight Dispatchers.  Such bulletin board must be
                lockable and shall be for the exclusive use of the
                Union.  Materials posted shall be limited to official Union
                business and shall not contain any editorial material contrary to
                the
                interests of the Company.

            


    

    


    
      	
              H.

            	
              Flight
                Dispatchers will be afforded travel benefits similar to those extended
                to
                other employee groups as established by company policy as may be
                amended
                by the Company from time-to-time.  Whenever the Company intends
                to modify its online employee travel policy it shall provide the
                Union
                thirty (30) days notice of the change.  The Union will have an
                opportunity to comment on the change and such comments will be considered
                by the Company.  The Company shall make available to Flight
                Dispatchers, each year, a list of carriers with which it has jumpseat
                agreements.

            


    

     

     

    
      
        
        

      

      
        -37-

        
          

        

      

      
        
        

      

    

    
 

    
      	
              I.

            	
              Flight
                Dispatchers who at the time of retirement are covered by this Agreement
                shall receive retiree travel privileges in accordance with the Company’s
                Employee Handbook.

            


    

    


    
      	
              J.

            	
              Flight
                Dispatchers who are furloughed/severed under the terms of this Agreement,
                as the result of a reduction in force will be granted, upon request,
                one
                (1) free round trip space available pass on Company aircraft for
                the
                purpose of seeking employment.  Such pass may be to any point on
                the Company’s system within the continental limits of the United States,
                to the extent permitted by law.

            


    

    


    
      	
              K.

            	
              In
                accordance with applicable law, there shall be no discrimination
                against
                Flight Dispatchers covered by this Agreement because of race, color,
                creed, national origin, religion, sex, age, handicap or disability,
                or
                veteran status (including Vietnam era veteran and special disabled
                veteran
                status).

            


    

    


    
      	
              L.

            	
              The
                Section Chairman or alternate designee performing official Union
                business
                shall be granted time off from work to a maximum aggregate of 96
                unpaid
                hours per calendar year.  All time granted will be contingent
                upon there being adequate schedule
                coverage.

            


    

    


    
      	
              M.

            	
              The
                Company will continue providing for direct deposit (electronic transfer)
                of paychecks.

            


    

    


    
      	
              N.

            	
              Flight
                Dispatchers covered under this Agreement shall be given time off
                for jury
                duty as per applicable state law.  Time off will be without pay
                unless the applicable state law
                changes.

            


    

    


    
      	
              O.

            	
              Flight
                Dispatchers shall be authorized to occupy cockpit jumpseats on Company
                aircraft in accordance with the provisions of the Company’s General
                Operations Manual.  Chautauqua Flight Dispatchers will have
                higher priority than pilots and dispatchers employed by other
                carriers.

            


    

    


    
      	
              P.

            	
              The
                Company will continue to provide the Flight Dispatchers with free
                parking
                at their work location.

            


    

    


    
      	
              Q.

            	
              Upon
                written request to the Dispatch Manager, a Flight Dispatcher’s complete
                personnel file will be made available to him/her during regular business
                hours.

            


    

     

     

    
      
        
        

      

      
        -38-

        
          

        

      

      
        
        

      

    

    
 

    
      	
              R.

            	
              The
                Company will not use discipline letters more than two (2) years old
                during
                the grievance process involving a Flight
                Dispatcher.

            


    

    


    
      	
              S.

            	
              The
                Company will allow an opportunity for input from the Union regarding
                functionality and ergonomics before introducing new equipment or
                new
                furniture into the Dispatch Office, or before the Company relocates
                the
                Dispatch Office.

            


    

    


    
      	
              T.

            	
              No
                Flight Dispatcher covered under this Agreement shall be required
                to
                perform the duties of employees who are conducting a legal strike
                or other
                job action against the Company.

            


    


    
      
        
        

      

      
        -39-

        
          

        

      

      
        
        

      

    


    


    SECTION
      16

    


    FILLING
      OF VACANCIES

    


    


    
      	 A.	Filling
              of Vacant Work Schedules


    

     

    
      	
              1.  

            	
              A
                Permanent Vacancy on a fixed Work Schedule shall be filled by offering
                the
                fixed line to the most senior Dispatcher below the Dispatcher leaving
                the
                originally awarded position.  The offer will continue down the
                list until a Dispatcher who wants the fixed line is
                assigned.  If the dispatcher picking up the line is a fixed line
                holder himself his line will be put onto relief lines.  Should
                there be no bids  to move to the open fixed Work Schedule, the
                Company may assign the most junior qualified Relief Dispatcher to
                the open
                Work Schedule.

            


    

    


    
      	
              2.  

            	
              A
                vacancy that is expected to last less than sixty (60) days shall
                be
                considered a temporary vacancy and will be filled using Relief
                Dispatchers.

            


    

    


    
      	
              3.  

            	
              If
                the company obtains FAA approval for a reduced training program (3
                day
                program) the following procedures would
                apply:

            


    

    


    
      	
              a.  

            	
              Dispatchers
                will have the opportunity to bid a Flight Dispatcher position with
                another
                Certificate holder as vacancies become
                available.

            


    

    
      	
              b.  

            	
              Those
                who are awarded positions will retain their seniority and
                longevity.

            


    

    
      	
              c.  

            	
              Dispatchers
                once awarded a position may not voluntarily bid to another Certificate
                holder for a period of 2 years.

            


    

    


    
      	
              4.  

            	
              A
                furloughed Flight Dispatcher from one certificate holder may bid
                a vacant
                position in another certificate holder, and if there is no vacant
                position, may displace the most junior Flight Dispatcher, if any,
                in
                another certificate holder

            


    

     

    
      	 B.	Filling
              of Special Assignments


    

     

    
      	
              1.  

            	
              The
                opportunity to fill Special Assignment Work Schedules within a certificate
                holder shall be posted by the Company. The most senior qualified
                Flight
                Dispatchers who have indicated their desire for the Special Assignment
                shall be selected for the assignment.  Should no Flight
                Dispatcher express an interest for a particular Special Assignment
                and the
                Company deems it necessary to fill the Special Assignment, the most
                junior
                qualified Flight Dispatcher may be
                assigned.

            


    

     

     

    
      
        
        

      

      
        -40-

        
          

        

      

      
        
        

      

    

    
 

    
      	
              2.  

            	
              The
                opportunity to fill a Special Assignment that is not certificate
                holder
                specific will be done by posting of the Assignment and the Dispatchers
                shall have the right to indicate that they would like to accept the
                Assignment.  The Company will have sole discretion to choose
                from the Dispatchers indicating a desire to fill the
                position.

            


    

    


    
      	
              3.  

            	
              Special
                Assignments that are not certificate holder specific will be for
                durations
                of 60 days or less.

            


    

    



    
      
        
        

      

      
        -41-

        
          

        

      

      
        
        

      

    


    SECTION
      17

    


    VACATION

    


    
      	
              1.  

            	
              Flight
                Dispatchers shall receive vacation in accordance with company policy
                as it
                relates to hourly employees as amended but no less than the schedule
                below.

            


    

    


    
      	
              1-6
                years of service      

            	80
              hours
	 	 
	
              7-20
                years of service  

            	120
              hours*


    

                                                 

                                             

    
      	
               

            	
              *A
                Dispatcher who obtains his 7th
                year
                anniversary from Jan1-June 30 will receive 120 hours for that
                year.  A Dispatcher who obtains his 7th
                year
                anniversary July 1st
                and after
                will receive 80 hours for that
                year.

            


    

    


    


    
      	
              2.  

            	
              Vacations
                will be bid annually in October for the following year.  Each
                dispatcher will be required to bid all vacation time except for 40
                hours
                which can be held for DAT vacation.  Awards will be awarded in
                seniority order, as reflected on the Chautauqua Flight Dispatcher
                Seniority List. Once vacations are awarded, they shall not be changed
                by
                the Company without the consent of the Dispatcher. Employees shall
                not be
                junior manned on their regularly scheduled days off and trip trades
                off
                immediately prior to, during or after their scheduled
                vacation.

            


    

    


    
      	
              3.  

            	
              At
                the time vacations are bid, employees may defer forty (40) hours
                annually
                of his/her vacation entitlement to be utilized as single vacation
                days
                (“DAT”).  Such days must be utilized within the calendar
                year.  Requests to utilize DAT days must be made by the 10th day
                of the preceding month prior to the start of each 2 month relief
                bid
                period prior to the DAT/s to be taken and awarded no later than 20th
                day of the
                month prior to the start of the relief bid period. Request
                for
                DAT/s may be made at anytime after the closing of the DAT bid awards
                subject to management approval but shall not disrupt prior DAT awards.
                DAT
                awards will be subject to operational requirements and must be taken
                after
                use of regular vacation bids

            


    

    


    
      	
              4.  

            	
              Up
                to forty (40) hours of vacation remaining but not yet used by the
                end of
                December may be cashed out, or, if the company was unable to grant
                due to
                operational constraints, carried over to be used in the first calendar
                quarter of the next calendar year.  All vacation time not used
                by the end of the first quarter of the following year will be cashed
                out.

            


    

    


    
      	
              5.  

            	
              Flight
                Dispatchers and Coordinators will bid separately for vacations at
                each
                certificate holder.

            


    

    


    
      	
              6.  

            	
              In
                the event, as a result of a voluntary transfer, a Dispatcher or
                Coordinator transfers to another certificate holder or bid location
                (Coordinator to dispatcher 

               

            




    
      
        
        

      

      
        -42-

        
          

        

      

      
        
        

      

    

     

     

    or
      Dispatcher to Coordinator) his/her vacation previously bid may, at the Company’s
      discretion be granted. In the event the Company can not grant this request,
      the
      Employee shall be allowed to choose from the remaining weeks in the new bid
      location.

     

     


    
      
        
        

      

      
        -43-

        
          

        

      

      
        
        

      

    


    


    
      	
               

            	
              SECTION
                18

            


    

    


    
      	
               

            	
              DURATION

            


    

    


    This
      Agreement shall become effective upon signing and shall continue in full force
      and effect through June 1, 2012 and shall renew itself for yearly periods
      thereafter unless written notice of intended change is served in accordance
      with
      Section 6, Title I, of the Railway Labor Act, as amended, by either party hereto
      not sooner than one-hundred twenty (120) days but not less than sixty (60)
      days
      prior to June 1, 2012 or a subsequent anniversary of such date, unless the
      parties mutually agree otherwise.

    


    IN
      WITNESS WHEREOF, the parties hereto have signed this Agreement this 20th day
      of
      June 2007.

    


    
      	For
              the Union:	 	 	For
              the Company:	 
	 	 	 	 	 
	
              /s/
                Michael
                Bakalo

            	 	 	
              /s/
                Wayne
                Heller

            	 
	
              Name:
                Michael
                Bakalo

            	 	 	
              Name:
                Wayne
                Heller

            	 
	
              Title:
                International Administrative Vice President

            	 	 	
              Title:
                Chief
                Operating Officer

            	 
	Transport
              Workers Union of America AFL/CIO	 	 	Republic
              Holdings, Inc.	 


    

     

     

    
      	 	 	 	 	 
	
              /s/
                Gary
                Shults

            	 	 	
              /s/
                Ron
                Henson

            	 
	
              Name:
                Gary
                Shults

            	 	 	
              Name: Ron
                Henson 

            	 
	
              Title:
                International Representative

            	 	 	
              Title:
                Vice
                President Labor Relations

            	 
	Transport
              Workers Union of America AFL/CIO	 	 	Republic
              Holdings, Inc.	 


    

     

    


    
      	 	 	 	 	 
	
              /s/
                David
                Durkin

            	 	 	
              /s/
                Paul
                Kinstedt

            	 
	
              Name:
                David
                Durkin

            	 	 	
              Name:
                Paul
                Kinstedt

            	 
	
              Title:
                President Local 540 

            	 	 	
              Title:
                Vice
                President Systems Control

            	 
	Transport
              Workers Union of America AFL/CIO	 	 	Republic
              Holdings, Inc.	 


    

    


     

    
      	 	 	 	 	 
	
              /s/
                Russell Steele

            	 	 	
              /s/
                Ken Pack

            	 
	
              Name:
                Russell Steele

            	 	 	
              Name:
                Ken Pack

            	 
	
              Title:
                Section Chairman Local 540, Republic Holdings 

            	 	 	
              Title:
                Manager Employee Service

            	 
	Transport
              Workers Union of America AFL/CIO	 	 	Republic
              Holdings, Inc.	 


    

     

     

    
      	 	 	 	 	 
	
              /s/
                Randy
                Foster

            	 	 	
               

            	 
	
              Name:
                Randy
                Foster

            	 	 	
               

            	 
	
              Title:
                Shop
                Steward Local 540, Republic Holdings 

            	 	 	
               

            	 
	Transport
              Workers Union of America AFL/CIO	 	 	 	 


    

    


    



    
      
        
        

      

      
        -44-

        
          

        

      

      
        
        

      

    


    


    LETTER
      OF
      AGREEMENT

    between

    CHAUTAUQUA
      AIRLINES, INC.

    and

    THE
      FLIGHT DISPATCHERS

    in
      the
      service of

    CHAUTAUQUA
      AIRLINES, INC.

    as
      represented by

    TRANSPORT
      WORKERS UNION

    OF
      AMERICA, AFL-CIO

    


    


    Signing
      Bonus

    


    


    The
      Union
      and the Company agree to the following signing bonus program on a one time
      basis
      for Employees who are on the payroll the day of ratification of the
      agreement.

    


    
      	
              1.  

            	
              Any
                Employee on the payroll who has completed one year of service will
                receive
                a signing bonus of $1,000.00. The bonus will be paid within 30 days
                of the
                date of ratification.

            


    

    
      	
              2.  

            	
              Current
                Employees with less than one year of service will receive $1,000.00
                signing bonus on the completion of one year of service. The signing
                bonus
                will be paid the full pay period following the one year
                anniversary.

            


    

    


    


    The

    AGREED
      AND ACCEPTED:

    


    
      	 	 	 	 	 
	
              /s/
                David
                Durkin

            	 	 	
              /s/
                Paul
                Kinstedt

            	 
	
              By:
                David
                Durkin

            	 	 	
              By:
                Paul
                Kinstedt 

            	 
	
              President

            	 	 	
              Vice
                President, Systems Control

            	 
	Transport
              Workers Union, Local 540	 	 	Chautauqua
              Airlines, Inc.	 




                                                                              

    


    
    

    



    
      
        
        

      

      
        -45-

        
          

        

      

      
        
        

      

    


    LETTER
      OF
      AGREEMENT

    between

    CHAUTAUQUA
      AIRLINES, INC.

    and

    THE
      FLIGHT DISPATCHERS

    in
      the
      service of

    CHAUTAUQUA
      AIRLINES, INC.

    as
      represented by

    TRANSPORT
      WORKERS UNION OF AMERICA, AFL-CIO

    _________________________________________

     

    Republic
      Airlines, Inc.


    WHEREAS
      Section 1.B. of the Chautauqua Flight Dispatchers Agreement (“Agreement”) dated
      February 19, 2001 extends to the Flight Dispatchers covered by the Agreement
      the
      right to perform dispatch functions for FAR Part 121 flying by pilots on the
      Chautauqua Pilots System Seniority List; and

    WHEREAS
      pilots on the Chautauqua Pilots System Seniority List will perform Part 121
      flying for Republic Airlines, Inc. (“Republic”);

    NOW,
      THEREFORE, the parties agree that the following terms shall apply:

    
      	
              1.

            	
              Flight
                Dispatchers performing dispatch functions for Republic and Shuttle
                America
                will be covered by the Agreement.

            


    

    
      	
              2.

            	
              The
                rates of pay and other terms and conditions of employment as set
                forth in
                the Agreement will apply to such Flight Dispatchers, under the following
                terms:

            


    

    
      	
               

            	
              a.

            	
              There
                will be one Master Seniority list maintained, that will cover Chautauqua,
                Republic and Shuttle America Dispatchers.  As per Section 5 of
                the Agreement it will be titled Chautauqua Flight Dispatcher Seniority
                List.

            


    

    
      	
               

            	
              b.

            	
              Chautauqua
                Flight Dispatchers with 2 or more years of dispatcher seniority will
                have
                the opportunity to bid a Flight Dispatcher position with Republic
                and
                Shuttle America as vacancies become available.  Those who are
                awarded positions with Republic or Shuttle will retain their seniority
                and
                longevity.

            


    

    
      	
               

            	
              c.

            	
              After
                a Flight Dispatcher has been awarded a bid from Chautauqua to Republic
                or
                Shuttle, the Flight Dispatcher may not voluntarily bid back to
                Chautauqua.  However, in the event of a furlough, a furloughed
                Flight Dispatcher from one company may bid a vacant position in the
                other
                company, and if there is no vacant position, may displace a junior
                Flight
                Dispatcher, if any, in the other
                company.

            


    

    
      	
               

            	
              d.

            	
              Work
                schedules and vacations for Chautauqua, Republic and Shuttle will
                be
                separately maintained and
                awarded/assigned.

            


    

    
      	
              3.     

            	
              Paragraph
                2.a and 2.b above shall no longer apply if the transfer provisions
                set out
                in Section 16.A.3.a-c of the Agreement are
                implemented.

            


    

     

     

    AGREED
      AND ACCEPTED:

     

    
      	 	 	 	 	 
	
              /s/
                David
                Durkin

            	 	 	
              /s/
                Paul
                Kinstedt

            	 
	
              By:
                David
                Durkin

            	 	 	
              By:
                Paul
                Kinstedt

            	 
	
              President

            	 	 	
              Vice
                President System Control

            	 
	Transport
              Workers Union, Local 540	 	 	Chautauqua
              Airlines	 
	Date:
              June 20, 2007	 	 	Date:
              June 20, 2007	 


    

     

     

     

    



    
      
        
        

      

      
        -46-