EX-10.15(f)



 Exhibit 10.15(f) 

LETTER AGREEMENT NO. 5 
 As of
September 30, 2011 
 Republic Airways Holdings Inc. 

8909 Purdue Road 
 Suite 300 

Indianapolis, Indiana 46268 
  

	Re:	***** 

 Dear Ladies and Gentlemen, 

REPUBLIC AIRWAYS HOLDINGS INC. (the “Buyer”) and AIRBUS S.A.S. (the “Seller”) have entered into an Airbus
A320 Family Purchase Agreement of even date herewith (the “Agreement”) which covers, among other matters, the sale by the Seller and the purchase by the Buyer of certain Aircraft, under the terms and conditions set forth in said
Agreement. The Buyer and the Seller have agreed to set forth in this Letter Agreement No. 5 (the “Letter Agreement”) certain additional terms and conditions regarding the sale of the Aircraft. Capitalized terms used herein and
not otherwise defined in this Letter Agreement have the meanings assigned thereto in the Agreement. The terms “herein,” “hereof” and “hereunder” and words of similar import refer to this Letter Agreement. 

Both parties agree that this Letter Agreement constitutes an integral, nonseverable part of said Agreement, that the provisions of said
Agreement are hereby incorporated herein by reference, and that this Letter Agreement is governed by the provisions of said Agreement, except that if the Agreement and this Letter Agreement have specific provisions which are inconsistent, the
specific provisions contained in this Letter Agreement will govern. 
  

	1.	***** 

 The following sub-clause will be added to Clause
21 of the Agreement: 
 QUOTE 
  

	 	21.6	***** 

  

	 	(a)	***** 

  

	 	(b)	***** 


  

	*****	Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission. 


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	 	(c)	***** 

  

	 	(d)	***** 

  

	 	(e)	***** 

  

	 	(i)	***** 

  

	 	(ii)	***** 

  

	 	(A)	***** 

  

	 	(B)	***** 

  

	 	(C)	***** 

  

	 	(D)	***** 

  

	 	(f)	***** 

  

	 	(g)	***** 

  

	 	(h)	***** 

  

	 	(i)	***** 

  

	 	(j)	***** 

  

	 	(k)	***** 

  

	 	(l)	***** 

  

	 	(m)	***** 

  

	 	(n)	***** 

 ***** 

UNQUOTE 
  

	2.	ASSIGNMENT 

 Notwithstanding any other provision of this Letter Agreement
or of the Agreement but subject to Clause 21.2 and Clause 21.5 of the Agreement, this Letter Agreement and the rights and obligations of the Buyer hereunder will not be assigned or transferred in any manner without the prior written consent of the
Seller *****, and any attempted 

  

	*****	Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission. 


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assignment or transfer in contravention of the provisions of this Paragraph 2 will be void and of no force or effect. 
  

	3.	CONFIDENTIALITY 

 This Letter Agreement is subject to the terms and
conditions of Clause 22.11 of the Agreement. 
  

	4.	COUNTERPARTS 

 This Letter Agreement may be executed by the parties
hereto in separate counterparts, each of which when so executed and delivered will be an original, but all such counterparts will together constitute one and the same instrument. 

  
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 If the foregoing correctly sets forth your understanding, please execute the original and one
(1) copy hereof in the space provided below and return a copy to the Seller. 
  

			
	Very truly yours,
	
	AIRBUS S.A.S.
		
	By:	 	 /s/ Patrick de Castelbajac

		 	 Patrick de Castelbajac

	Its:	 	 Vice President Contracts



  

			
	Accepted and Agreed
	
	REPUBLIC AIRWAYS HOLDINGS INC.
		
	By:	 	 /s/ Bryan Bedford

		 	 Bryan Bedford

	Its:	 	 President



  
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