### BEFORE THE U.S. DEPARTMENT OF TRANSPORTATION WASHINGTON, D.C.

__________________________________________ ) Joint Application of ) ) HAWAIIAN AIRLINES, INC. ) and ) Docket DOT-OST-2013-______ CHINA AIRLINES, LTD. ) ) For statements of authorization under ) 14 C.F.R. Part 212 ) (Reciprocal Codesharing) ) __________________________________________)

JOINT APPLICATION OF HAWAIIAN AIRLINES, INC. AND CHINA AIRLINES, LTD. FOR STATEMENTS OF AUTHORIZATION
Communications with respect to th is document should be sent to:
George U. Carneal Jonathan B. Hill Hogan Lovells US LLP J. Parker Erkmann 555 Thirteenth Street, NW Benjamin M. Berlin Washington, DC 20004-1109 Dow Lohnes PLLC (202) 637-6546 1200 New Hampshire Ave., N.W. George.carneal@hoganlovells.com Suite 800 Washington, DC 20036 Counsel for China Airlines, Ltd. (202)776-2000 jhill@dowlohnes.com perkmann@dowlohnes.com bberlin@dowlohnes.com

Counsel for Hawaiian Airlines, Inc.

September 19, 2013

NOTICE: The Joint Applicants request expedite d processing of this A pplication. The Joint Applicants will poll the U.S. carrier representatives served with this Application and notify the Department promptly of the results of the poll.

### BEFORE THE U.S. DEPARTMENT OF TRANSPORTATION WASHINGTON, D.C.

__________________________________________ ) Joint Application of ) ) HAWAIIAN AIRLINES, INC. ) and ) Docket DOT-OST-2013-______ CHINA AIRLINES, LTD. ) ) For statements of authorization under ) 14 C.F.R. Part 212 ) (Reciprocal Codesharing) ) __________________________________________)

JOINT APPLICATION OF HAWAIIAN AIRLINES, INC. AND CHINA AIRLINES, LTD. FOR STATEMENTS OF AUTHORIZATION

Hawaiian Airlines, Inc. (“Hawaiian”) and China Airlines, Ltd. (“China Airlines”)
(collectively, the “Applicants”) jointly apply fo r blanket statements of authorization under 14
C.F.R. Part 212 in order to engage in the re ciprocal codeshare opera tions described herein.
In support of this Application, the Applicants state as follows:
1. On July 11, 2013, the Applicants entere d a Freeflow Codeshare Agreement (the
“Agreement”) attached hereto as Exhibit 1. 1 

### In order to implement the Agreement, Hawaiian and
China Airlines request the following authority:
a. A blanket Statement of Authorization for Hawaiian to display China
Airlines’ CI* designator code on flights ope rated by Hawaiian between (1) any point or
points in the United States and any point or points in Taiwan (either nonstop or via
intermediate points), (2) any points in the United States, (3 ) any point or points in the
United States and any point or points in any th ird country, and (4) a ny point or points in
Taiwan and any point or point s in any third country; and

### 2 b. A blanket Statement of Authorization for China Airlines to display
Hawaiian’s HA* designator code on flights operated by China Airlin es between (1) any
point or points in the United States and any point or points in Taiwan (either nonstop or
via intermediate points), (2) any points in Ta iwan, (3) any point or points in Taiwan and
any point or points in any thir d country, (4) any point or points in the United States and
any point or points in any thir d country, and (5) points in a ny third country or countries.
2. The routes that are initially covered by the Agreement are iden tified in Annex 1 of
the Agreement. Pursuant to the Department’s streamlined blanket notice approach to 30-day
notices announced by Notice served February 9, 2009, the Applicants he reby provide notice of
code-sharing on the following additional routes:

 between any point or points in the United Stat es and any point or points in Taiwan (on a
nonstop basis and intermediate r outings via open-skies points);

 between U.S. points;

 between Taiwanese points;

 beyond Taiwan to any open-skies point or points; and

 beyond the United States to any open-skies point or points.
The Applicants will provide the Department with 30-days’ notice before implementing
additional codesharing services not covered by this blanket notice, including services to or from
points in non-open skies countries.
3. The Applicants currently hold all underlying authority necessary to engage in
these reciprocal codesharing se rvices. Hawaiian holds various cer tificates of public convenience
and necessity and exemptions authorizing it to tr ansport persons, property, and mail in the U.S.

1 Sensitive personal and commercial information has been redacted from the attached agreement.

### 3 and internationally, including blanke t open skies certificate authority. See Order 2007-7-3 (Jul.
10, 2007). China Airlines holds an exemption aut horizing it to (a) conduct scheduled foreign air
transportation of persons, pr operty, and mail from points be hind Taiwan, via Taiwan, and
intermediate points, to points in the United States and beyond; (b) conduct charter foreign air
transportation of persons, propert y, and mail pursuant to the terms of the Open Skies Agreement;
(c) conduct other charters pursu ant to Part 212 of the Departme nt’s Economic Regulations; and
(d) exercise all other rights enumerated in A nnexes I and II of the Open Skies Agreement. See

Notice of Action Taken, Docket OST-1997-3138 (September 7, 2012).
4. The reciprocal codeshare operations c ontemplated by this Application are fully
consistent with the Air Transport Agreement Between the American Institute in Taiwan and the
Taipei Economic and Cultural Representative O ffice (the “Open Skies Agreement”), initialed
February 28, 1997 and entered into force March 18, 1998. Article 8 of the Open Skies
Agreement expressly allows codeshare operations such as the Applicants plan to implement.
Moreover, approval of this App lication is in the public intere st. The requested codeshare
arrangement will allow the Applicants to offer en hanced foreign air transportation services that
are consistent with the Open Skies Agreement. These services will improve the Applicants’
operating efficiencies and benefit consumers by increasing competition and adding convenient
online travel options between the United States and Taiwan and beyond.
5. The Applicants accept the conditions nor mally applicable to blanket codeshare
authority such as requested herein and will conduct their codesharing operations in compliance
with Part 257 of the Department’s economic re gulations and all other applicable Department
regulations and policies.

### 4 6. No further safety audit of the Applic ants is needed under the Department’s
Codeshare Safety Program because both carriers are certified under the IA TA Operational Safety
Audit program. See IATA Operational Safety Audit Registry, available at
http://www.iata.org/whatwedo/safety/audit /iosa/Pages/registry. aspx?Query=all.
7. The Applicants request that the statem ents of authorization be issued for an
indefinite period, so long as the Agreement continues in effect.
8. Hawaiian states that this application w ill have no effect on its Civil Reserve Air

Fleet commitments.
9. The Applicants have only recently finalized the terms of their codeshare
arrangement but intend to commence the proposed codeshare operations on October 27, 2013.
Accordingly, the Applicants respectfully request expedited processing of this application and a
waiver of the 45-day advance fili ng requirement in order to faci litate immediate marketing and
sale of these new codeshare services. The Applicants will poll the carriers served with this
Application and advise the Department of the results.

## EXHIBIT 1 Redacted Codeshare AgreementCI/ HA Codeshare Agreement Main Agreement

1 

# Freeflow Codeshare Agreement

between


# China Airlines L td.

and



# Hawaiian Airlines , Inc.CI/ HA Codeshare Agreement Main Agreement

2 FREE FLOW CODESHARE AGREEMENT

Between China Airlines Ltd. a nd Hawaiian Airlines, Inc.

This codeshare a greement (hereinafte r referred to as “ Agreement ” is made the day of July 11, 2013 (the Effective Date) between:

China Airlines Ltd. with the principle place of doing business No.1, Hangzhan S. Rd., Dayuan To w nship Taoyuan County 33758, Taiwan (hereinafter call ed “ CI ” )
,

And

Hawaiian Airlines, Inc., with the principle place of doing business at 3375 Koapaka Street, Suite G350, Honolulu, Hawaii 96819, USA (hereinafter called “HA”)
,

The parties collectively shall be referred to as “Car riers” or “Parties”, and individually as “Carrier” or “Party”;

Whereas

CI and HA are each certified air carriers providing air transportation services with respect to both passenger and cargo in their respective areas of operation.

CI and HA desir e to enter into a cooperative arrangement in respect of a freeflow codeshare arrangement on the sectors specified in Annex 1

.

Now, therefore

Carriers agree, subject to all necessary approvals from the relevant governmental authorities, and regulatory bo dies if required, to enter into this Agreement under the terms and conditions as set forth
herein.

Article 1: SCOPE OF THE AGREEMENT AND BASIC PRINCIPLES

(A) This Agreement applies to CI and HA codeshared flights between Taiwan and Hawaii on th e routes

as specified in Annex 1 (hereinafter called “ Routes ”), hereinafter the aforesaid Routes on the codeshared flights referred to as “Codeshared Flights”.

(B) The Parties will cooperate and codeshare on the Codeshared Flights as described more in detail i n this Agreement and its Annexes. (The Party operating the Codeshare Service shall be referred to as 'Operating Carrier' , whereas the codesharing party shall be referred to as 'Marketing Carrier' . The Operating Carrier authorizes the Marketing Carrier to h ave the Codeshared Flights published underCI/ HA Codeshare Agreement Main Agreement

3 the Marketing Carrier's designated airline code in the relevant Computerized Reservation Systems and timetables where appropriate. The Marketing Carrier shall arrange for such publication.

(C) The schedule, time and capacity of the Codeshared Flights in respect of each IATA traffic season shall be determined by the Operating Carrier in consultation with the Marketing Carrier. The Parties shall use all reasonable efforts to minimize the waiting time for passengers who are connecting to or from Codeshared Flights and other flights operated by the Parties and to maximize customer
convenience and service.

(D) To the extent reasonably possible the Operating Carrier will notify the Marketing Carrier of any proposed changes to th e schedules for Codeshared Flights in writing (including electronic or telefax interfaces) in accordance with procedures as set out in Annex 3

.
(E) Parties shall endeavor to appropriately advise its passengers, staff and concerned third parties that the Opera ting C arrier shall operate the Codeshared Flights by means of, among others and as further set out herein, all advertisements and sales materials produced with the aim of promoting the Codeshared Flights, verbal and/or written information conveyed to the p asseng er at the time of reservations and/or ticketing and/or checking

- in, and clearly visible signs at the departure hall, the boarding gate and the arrival hall of the respective airports, in accordance with applicable laws, rules and regulations, and as further specified in Annex 3 and Annex 4

.
(F) All applicable laws, government rules and regulations shall be strictly observed by the Parties.

(G) This Agreement shall cover passenger and baggage transportation over the codeshare routes.

Article 2: ANNEXES

(A) Annexes and attachments form an integral part of this Agreement.

(B) The following Annexes and/or Attachments attached hereto shall be incorporated and shall be read and construed as part of this Agreement:

Annex/Attachment Description
1 Codeshare fli ght
2 Class Mapping & Settlement Prices
3 Reservation Procedures
4 Ground Handling
5 Accounting Procedures
6 Emergency ResponsesCI/ HA Codeshare Agreement Main Agreement

4 Article 3: SALES, MARKETING AND DISTRIBUTION

(A) CI and HA shall each market and sell the capacity on the Codeshared Flig hts to the public under their own carrier code and in accordance with the tariffs as filed with their respective governments, or any
other published/unpublished fares, to the extent that those do not contravene with any applicable laws, rules and regulatio ns.

(B) The schedules of the Route(s) will be published in the public timetables of both Parties. Each Party will be responsible for the publication in OAG of schedules bearing its own designated airline code.

(C) Both Parties will use reasona ble effort s to provide first screen status to the display of each other's Codeshared Flights in their respective reservation systems, if technically feasible.

(D) In public timetables and in automated systems and for reservations purposes, as far as tech nically feasible, the Codeshared Flights shall be presented as two separate services, one having a HA designated airline code and the other having a CI designated airline code, while maintaining a separate flight number.

(E) CRS (Computer Reservation System) booking fees associated with reservations on the Codeshared Flights and charged by CRS’s to the Marketing Carrier, shall be borne by the Marketing Carrier

.

Article 4: SPACE CONTROL / RESERVATIONS

(A) The Operating Carrier shall be responsible for th e inventory/reservations control of the Codeshared Flights and shall maintain full seat inventory in its own reservations system.

(B) The Marketing Carrier shall have access to the Operating Carrier’s seat inventory classes through an automated interface, wh ich interface shall be maintained by both Parties to permit the sale of seat inventory on the Codeshared Flights.

(C) Both Parties will set up and maintain in their respective reservation systems codeshare mapping tables for selling classes in order that book ings made in particular selling classes on Codeshared Flights in the reservation system of the Marketing Carrier are reflected in equivalent seat inventory classes on the relevant Codeshared Flights in the reservation system of the Operating Carrier.

(D) Each Party will use reasonable efforts to provide equal availability in selling classes for passengers of
the Marketing Carrier as will be available for passengers of the Operating Carrier. It is understood however that the Operating Carrier will retain ultima te control over the opening, closing and other management of seat inventory available on Codeshared Flights.CI/ HA Codeshare Agreement Main Agreement

5 (E) Procedures with respect to the seat reservations on the Codeshared Flights shall be agreed upon by the reservations experts of CI and HA and wi ll be laid down in Annex 3 to this Agreement.

Article 5 : TRAFFIC HANDLING

(A) Unless otherwise agreed, the Operating Carrier shall be responsible for all handling of Codeshared Flights operated by the Operating Carrier at airports or as laid down in th e relevant ground handling agreements.

(B) The Parties agree on procedures regarding the manner in which the Codeshared Flights will be shown and announced at the respective airports in order to provide to the passengers the best possible service and to provide clear identification of counters and gates for the Codeshared Flights

.

(C) Parties will cooperate together to allow a seamless travel experience for the passengers on the Codeshared Flights, and aim to have automated through check

- in available at their codeshare destinations. Additional ground services procedures are set forth in the Ground Services Procedures
in Annex 4

.

(D) If applicable, Business lounge acces s for passengers holding Marketing Carrier tickets for Codeshared Flights shall be gove rned in accordance with Annex 4

.

(E) All Airport taxes, local taxes, and all other passenger related service charges, except taxes or charges paid by the passenger, which are levied by the authorities on the Codeshared Flights shall
be for the account of the Operating Carrier. It is understood that the Ticketing Carrier will collect and remit to the taxing authorities any non

- interlineable taxes levied on sales of air transportation.

Article 6 : INFLIGHT SERVICES AND BRANDING ON BOARD

(A) Passengers holding tickets with the HA designated airline code in the relevant code box of the flight coupon (hereinafter “ HA Passengers”) on the CI Codeshared Flights shall receive the same on board service and passenger and baggage handling and shall have access to the same facilities as passenger holding tickets with the CI designated airline code in the relevant code box of the flight coupon (hereinafter “ CI Passengers”) traveling in the same class of service and shall be subject to CI standard policies and proced ures.

(B) CI Passengers on the HA Codeshared Flights shall receive the same on board service and passenger and baggage handling and shall have access to the same facilities as HA passengers travelling in the same class of service and shall be subject to HA standard policies and procedures.CI/ HA Codeshare Agreement Main Agreement

6 (C) The Operating Carrier shall use all reasonable endeavors to inform the Marketing Carrier about substantial changes to such in

- flight services.

(D) The Marketing Carrier is entitled to present its own identity on boa rd the Codeshared Flights in a manner to be mutually agreed upon between the Parties.

(E) An in

- flight announcement shall refer to the fact that the applicable flight is a Codeshared Flight
between CI and HA

.

Article 7 : AUDITS

(A) The parties agree that if any of the Operating C arrier holds IOSA certification, such valid IOSA certification will satisfy the need for an onsite initial and renewal audit in accordance with the US Department of Transportation ( “ DOT ” ) Code

- share Safety Program Guidelines. If an operating carrier does not hold IOSA certification, the Marketing Party shall have the right, at its own cost , to conduct a full safety audit of the Operating Party ’ s operation s at such intervals as the Marketing Party shall reasonably request. These audits will include the eight disciplines included in the IOSA Standards Manual. The Marketing Party shall coordinate its safety audit with the Operating Party so as to avoid
distur bing the Operating Party ’ s operations. This paragraph shall not entitle the Marketing Party
access to the Operating Party ’ s records, documents or systems relating to its pricing, inventory control or flight profitability. Notwithstanding the foregoing
, ea ch party shall have the right, at its own
expense and with reasonable notice , to periodically perform safety, security, or operational audits to
address question s of such party or regulatory agency . The parties agree to coordinate such audits so that the audits do not disturb the audited party’s operations. Notwithstanding the foregoing, the
Parties do not undertake any responsibility or assume any liability for any aspects of the other party’s operations

.

(B) The parties further agree to cooperate in bienni al “Desk

- top Audits” when requested in advance to allow both Party’s to satisfy the “Continuous Monitoring” required by the DOT.

(C) All data, information, documents of which may come in possession by virtue of its audits shall be
deemed confidential.

(D) In t he event that the results of any Operating Party's a udits are not satisfactory to the Marketing Party, the Operating Party shall comply with all reasonable recommendations made by the Marketing Party. If the Operating Party decides, in its sole discretion, not to comply with such recommendations or if all corrective actions have not been adopted by the Operating Party within the time period reasonably required by the Marketing Party, the Marketing Party shall be entitled to terminate this Agreement by provi ding a written notice to the Operating Party. If all recommendations cannot be completely corrected within 30 days, the O perating P arty shall inform the Marketing P arty of reasons for delayCI/ HA Codeshare Agreement Main Agreement

7 and the plan for correction within 60 days, failing which the M ark eting P arty may terminate th is Agreement with immediate effect.

Article 8 : MAINTENANCE AND EXECUTION OF THE SERVICES

(A) The Operating Carrier shall have the sole responsibility for the maintenance of its leased or owned aircraft or other equipment use d in connection with the Codeshared Flights. Maintenance and engineering with respect to such aircraft and equipment shall at a minimum comply with the standards set forth by the relevant competent authorities, the Operating Carrier's government approved m aintenance plan, and all applicable laws.

( B ) The Operating Carrier shall have operational control of the aircraft and shall comply with all applicable laws governing such activity, including, at a minimum, those set forth by the relevant Competent Autho rities, and shall have final authority concerning the operation and safety of the aircraft and its passengers and crew.

( C ) The Operating Carrier has the right, without any liability on its part unless otherwise provided in this Agreement, to delay, can cel, divert or interrupt any of the Codeshared Flights for safety, security or operational reasons or any other reason that the Operating Carrier considers necessary in its reasonable opinion. In such event prompt notice shall be given to the Marketing Car rier by telex in
accordance with A nnex 3.

( D ) The Operating Carrier may, without any liability on its part unless otherwise provided in this Agreement, reduce the payload or operate the Codeshared Services with substitute aircraft (types), provided for s uch aircraft(types) a flight safety clearance has been obtained as part of the flight safety audit performed by the Marketing Carrier.

( E ) The schedule of the Codeshared Flights may in incidental cases be adjusted. In such event, prompt notice shall be gi ven to the Marketing Carrier by telex in accordance with A nnex 3.

( F ) In order to provide an optimal product experience to the passengers on the Codeshared Flights, Parties will closely work together to minimize any passenger inconveniences, especially i n relation to connections between the Codeshared Services of the Parties. In this respect the Parties agree to exchange and monitor various operational performance indicators regarding the operations of the Codeshared Flights.CI/ HA Codeshare Agreement Main Agreement

8 Article 9 : FLIGHT IRREGUL ARITIES, INTERRUPTION OR CANCELLATION

(A) In the event of flight delays, irregularities, interruption or cancellation, the Operating Carrier shall, whenever it deems necessary, provide all reasonable accommodation, meals, drinks and ground transportation to the passengers in accordance with the Operating Carrier's procedures.

(B) In the event of flight cancellation
, delay , flight diversion, interruption, or irregularity notice announced
more than 7 days prior to schedule departure time, Operating Carrier shall notify Marketing Carrier and Marketing Carrier shall assume the responsibility for notifying its own passengers (being either
HA or CI Passengers as the case may be) and making necessary arrangements for alternative transportation.

(C) In the event of flight cancellation , delay, flight diversion, interruption or irregularity notice announced
within 7 days prior to schedule departure time or (b) after scheduled departure time , the Operating
Carrier shall assume all liabilities and responsibilities for notifying all passengers ( HA or CI Passengers)
, for the completion of the service, for all expenses incurred in connection w ith transportation of passengers and baggage to passengers’ final destination including but not limited to making necessary alternative arrangements to transport the passengers of the Codeshared Flights to the destination in accordance with Operating Carri ers' policy, except where such

- flight diversion, interruption or irregularity is caused by or in connection with the gross negligence or willful misconduct of the Marketing Carrier . In the event of an aircraft substitution by the Operating Carrier,
the P arties agree that the Marketing Carrier’s passengers shall be given the equal priority and same treatment as the Operating Carrier’s passengers for boarding.

( D ) Any costs or expenses for accommodation, meals, ground transportation, alternative air

t ransportation or other arrangements incurred due to flight delay, cancellation (as spe cified in article 9 (C), diversion or interruption shall be borne by the Operating Carrier of the delayed, canceled, diverted or interrupted Codeshared Flights for passen gers on the flight concerned.

Article 10: EMERGENCY RESPONSE & FAMILY ASSISTANCE

(A) The Parties agree that in connection with the Codeshared Flights they will coordinate with respect to emergency response and family assistance matters, including joi nt activation processes in accordance with procedures as set forth in Annex 6. The Parties agree that in event of an aircraft accident or hijacking each Party will use its best efforts to cooperate with the other in promptly responding to such accident an d providing necessary assistance and services to the family members of passengers and crew.

(B) The Operating Carrier shall be responsible for performing, and incurring all associated costs with respect to all emergency response activities at the accide nt scene and all family assistance activitiesCI/ HA Codeshare Agreement Main Agreement

9 as required by law or usual custom and practice. The Marketing Carrier agrees that, at its own costs and expense, it will provide information and shall assist the Operating Carrier with respect to its
ticketed passengers.

Article 11: FREE AND REDUCED RATE TRANSPORTATION

Unless otherwise provided by relevant agreements between the Operating Carrier and the Marketing Carrier, the Marketing Carrier shall not be entitled to ticket travel industry non

- revenue or discounted (i.e. AD, ID etc.) travel on the Codeshare Flights.

Article 12: CONDITIONS OF CARRIAGE FOR THE SERVICES

(A) Each Party acknowledges that it is a signatory to the IATA Intercarrier Agreement on Passenger Liability and the related Agreemen t on Measures to Implement the IATA Intercarrier Agreement. Pursuant to these agreements, each Party acknowledges that it has included in its Conditions of Carriage certain undertakings not to invoke certain defenses and limitations of liability set forth in the Warsaw Convention, as further detailed in such agreements. Accordingly, e each Party shall be fully responsible for the issue of its own tickets or other traffic documents and reservations for passengers and shall indemnify the other Party, its office rs, agents, servants and employees against all claims, demands, costs and liability arising from errors or incorrectness therein. However, for the avoidance of doubt the Operating Carrier acknowledges and agrees that its indemnification obligations shall

e xtend to and include all damages arising out of death of or injury to passengers on the Codeshared Flight traveling under the Conditions of Carriage of the Marketing Carrier even if such Conditions of Carriage differ from those of the Operating Carrier , pr ovided that such Condition of Carriage should be acceptable under industrial customary practice

.

(B) Prior to the implementation of Codesharing, the Carriers will use commercially reasonable efforts to identify and resolve any material discrepancies bet ween their respective Conditions of Carriage and use commercially reasonable efforts to develop procedures to minimize potential service inconvenience or disruption to Codeshare Passengers due to such discrepancies. For the avoidance of doubt, each Party’s operations will be conducted in accordance with its own Conditions of Carriage and neither Party shall be obligated to change its Conditions of Carriage pursuant to this Agreement.

( C ) Carriage of cargo and mail is not covered by this Agreement.

Art icle 1 3 : CLAIM SETTLEMENT

(A) GeneralCI/ HA Codeshare Agreement Main Agreement

10 Both Parties shall follow the policies and procedures of the Operating Carrier for claims handling for all passenger and baggage on the Codeshared Flights. In the absence of claims handling and settlement authority w ith the Marketing Carrier, the Operating Carrier shall provide the Marketing Carrier reasonable assistance only as required. The procedures set forth in this paragraph shall apply to any claim of a passenger in relation to one or more Codeshared Flights un der this Agreement where a claim is initially made to or against the Marketing Carrier instead of the Operating Carrier. These procedures are intended to provide an efficient mechanism for the administration of claims to facilitate the claims adjustment pr ocess from the passenger’s point of view while retaining necessary financial protections for the Parties.

(B) Conditions of Carriage The Operating Carrier shall provide the Marketing Carrier with a copy of its traffic documents, current
Conditions of Car riage and all documents applicable to the services performed under this Agreement. Should the Operating Carrier desire to adopt new Conditions of Carriage or to modify the existing ones, it shall use good faith efforts to provide a copy to the Marketi ng Carrier

.

(C) Field Office Authority Unless authorized by the respective departments of the Parties, no field office of either Party is
authorized to i) acknowledge liability in respect of any claim, or ii) to settle any claim.

( D ) Notice of Claims The Marketing Carrier will notify the Operating Carrier of any or all claims and legal actions connected with these operations and lodged against the Marketing Carrier and will supply the Operating Carrier with any supporting documents and releva nt information. The Marketing Carrier agrees that the Operating Carrier and its insurers shall handle, resolve, settle or defend any and all claims with respect to damages for injury or death, incurred by a passenger(s) holding tickets providing for transp ortation by the Marketing Carrier under its designator code in accordance with the Marketing Carrier's conditions of carriage. The Operating Carrier and the Marketing Carrier agree to consult and cooperate in the handling, resolution, settlement or defense of such claims, but the final claims handling authority rests with the Operating Carrier and its insurers.

( E ) Notice of Legal Proceedings If a legal action is filed or arbitration proceedings are initiated against the Marketing Carrier in

conn ection with any claim arising from the business operations of the Operating Carrier, the Marketing Carrier will promptly notify the Operating Carrier. The Marketing Carrier shall coordinate with the Operating Carrier concerning the appeal of any legal find ing.

Article 14: LIABILITY AND INDEMNITYCI/ HA Codeshare Agreement Main Agreement

11 (A) The Operating Carrier agrees to indemnify and hold harmless the Marketing Carrier, its officers, agents, servants and employees from all liabilities and claims of whatever nature and however caused, includi ng all costs and expenses incidental thereto, unless caused by gross negligence or
willful misconduct of the Marketing Carrier, with respect to:

- loss of or damage to the aircraft;

- death of or injury to persons and loss of or damage to property caused by the aircraft or any part thereof;

- death of or injury to persons and loss of or damage to property caused by any person on board the aircraft, his/her luggage or by cargo or mail on board the aircraft;

- death of or injury to persons and lo ss of or damage to their baggage and loss of or damage to cargo and mail, carried or to be carried in the aircraft;

- delay in the transportation of passengers, baggage, cargo and mail if caused by delay of the Codeshared Flights;

- death of or injury to the c rew members or other personnel of the Operating Carrier or provided by

t he Operating Carrier whilst performing duties on

- board the aircraft, and from any other damage, liability, demands, fines, costs or expenses resulting from or connected with the o perat ion of the aircraft or the transportation of its load as specified above.

(B) The Marketing Carrier agrees to indemnify and hold harmless the Operating Carrier, its officers, agents, servants and employees from all liabilities and claims, of whatever nat ure and however caused, including all costs and expenses incidental thereto, unless caused by gross negligence or
willful misconduct of the Operating Carrier, with respect to loss of or damage to property of the Marketing Carrier and death of or injury to personnel of the Marketing Carrier or provided by the Marketing Carrier on the Codeshared Flights and from any other damage, liability, demands, fines, costs or expenses resulting from or connected with the transportation of such personnel and t heir property.

(C) The Operating Carrier and its insurers shall handle, resolve, settle or defend any and all claims arising out of or in any manner connected with the Codeshared Flight, including but not limited to personal and bodily injury, death, pro perty damage, flight delays and baggage loss. Parties recognize that the general conditions of carriage of a Party are applicable on passengers holding such Party’s designator code in their ticket (being CI or HA as applicable). Therefore all claims shall be settled by the Operating Carrier and its insurers in accordance with the respective Party’s general conditions of carriage.

If a Party is notified of claim of the other Party’s passenger (being either a CI Passenger or HA Passenger as the case may be) arising out of personal and bodily injury, death and/or failure to provide services related to the applicable contract of carriage which, in the reasonable opinion of such Party, would probably result in a legal procedure or negative media attenti on, such Party shallCI/ HA Codeshare Agreement Main Agreement

12 give prompt notice to the other Party. Furthermore each Party shall, as far as practicable, provide the other Party with statistics

– inclusive the current stand of affairs

– regarding all claims on the Codeshared Flight on a regular b asis.

Claims arising from the Codeshared Flight shall be discussed between the Parties in accordance with the provisions in Article 14 hereof and the Operating Carrier may give due consideration to, but shall not be obliged to adopt any of the Marketing C arrier’s proposals, including but not limited to settle claims in accordance with its standard procedures. Notwithstanding the discussion among the Parties, if they have material different opinions regarding settlement of claims, the Operating Carrier
shal l retain the final claims handling authority.

(D) Each Party shall assume the entire responsibility for the issuance of its own traffic documents and the reservation of space, and shall indemnify the other Party, its officers, agents, servants and employ ees against all demands, claims, costs, expenses and liability arising from any errors or incorrectness therein. NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY FOR ANY CONSEQUENTIAL, PUNITIVE, SPECIAL OR EXEMPLARY DAMAGES, INCLUDING LOST PROSPECTIVE
ECON OMIC ADVANTAGE, LOST PROFITS, OR ANY UNWIND COSTS ARISING FROM ANY PERFORMANCE OR FAILURE TO PERFORM UNDER THIS AGREEMENT, OR ANY TERMINATION OF THIS AGREEMENT, EVEN IF SUCH PARTY KNEW OR SHOULD HAVE KNOWN OF THE EXISTENCE OF SUCH DAMAGES, AND EACH PARTY H EREBY RELEASES
AND WAIVES ANY CLAIMS AGAINST EACH OTHER PARTY REGARDING SUCH DAMAGES. ACCORDINGLY, A PARTY MAY ONLY RECOVER ANY ACTUAL, DIRECT AND IDENTIFIABLE
DAMAGES WITH RESPECT TO SUCH MATTERS.

Article 15: INSURANCE

(A) In respect to the Codesha red Flights operated under this Agreement the Operating Carrier shall take out and maintain throughout the duration of this Agreement the following insurances:

a. Hull All Risks (including aircraft engines, spare parts and equipment) of loss or damag e whilst flying and on the ground for an agreed value each aircraft. Hull (including engines, spares and/or ground equipment) War and Allied Risks as excluded by the War, hijacking and other Perils Exclusion clause (AVN48B) or , War Risks Insurance issued p ursuant to Chapter 443 of
Title 49 o f the United States Code for an agreed value each aircraft.

b. Aircraft Third Party Passenger, Passenger Baggage, Cargo, Mail and Aviation General Third Party Legal Liability Insurance (including AVN52E) or, War Risks I nsurance issued pursuant to Chapter 443 of Title 49 of the United States Code for Combined Single Limit, bodilyCI/HA Codeshare Agreement Main Agreement

13 injury/property damage of and in the aggregate where applicable..

(B) The Hull All Risks and Hull War and Allied Perils Insurance's taken out by the Operating carrier and referred to in paragraph 15.A.a above shall include a waiver of subrogation or recourse in favor of the Marketing carrier excluding the gross negligence and willful misconduct of the Marketing Carrier.

(C) The Legal Liability Insurance taken out and referred to in paragraph 15.A.b above shall include the following provisions:

a. To include the Marketing carrier, its officers, agents, servants, and employees as additional assureds for their respective rights and interests (the "Additional Insured") excluding the gross negligence and willful misconduct of the Marketing Carrier;

b. To provide that all provisions thereof, except limits of liability, shall operate in the same manner as if they were a separate policy issued to each Additional Insured;

c. To provide that this insurance shall be carried primary without right of contribution from any other insurance carried by the Marketing carrier;

d. To provide that Insurers shall waive any rights of set-off or counterclaim against the Marketing carrier except in respect of outstanding premium in respect of the Aircraft th e subject of claim;

e. To provide that the cover afforded to each Additional Insured by the policy shall not be invalidated by any act or omission (including misrepresentation and non-disclosure) of the Operating Carrier or any other person which results in any breach of any term, condition or warranty of the policy provided that the Additional Insured so protected has not caused, contributed to or knowingly condoned the said act or omission;

f. To provide that the Marketing carrier shall be given at least 30 days prior written notice of the cancellation on material alterations except that in the case of the liability war and allied perils cover such periods of notice shall be 7 days or such period as may be available in aviation insurance marketplace.

(D) Certificates of insurance evidencing the principal details of the insurance maintained in accordance with this Agreement shall be provided to the other carrier for its approval in good time prior to first flight hereunder and prior to each renewal of insurance.CI/HA Codeshare Agreement Main Agreement

14 Article 16: INTELLECTUAL PROPERTY

(A) Each Party agrees that all trademarks, trade names, service marks or logos or description of services or products of the other Party shall at all times remain the exclusive property of that Party and each Party will take no action that infringes, abridges, jeopardizes, undermines or reduces the value of, or in any way dilutes the other Party’s ownership of the trademarks, trade names, service marks or logos or description of services or products of the other Party.

(B) It is not the intention of the Parties for this Agreement to be construed as a license for either Party to, and each of the Party hereby agree that it will not use the trade names, trademarks, service marks or logos or description of services or products of the other Party without such Party’s prior written

consent.

Article 17: FORCE MAJEURE

(A) Neither CI nor HA shall be liable in respect of any failure and/or delay to fulfill its obli gations under this Agreement, without prejudice to accrued rights and liabilities, if such failure and/or delay is due solely to any event beyond CI ’s and/or HA reasonable control, such as riots, strikes, lock

- outs, civil commotion, existence or apprehe nsion or imminence of war between any nations, threatened hostilities or terrorism, civil war, blockade, hijackings, embargoes, acts of governmental authorities, acts of God, fire, flood, epidemics, quarantine, requisition of aircraft, or any similar event

.

(B) Neither Party shall be entitled to rely on force majeure as a defense vis-à-vis the other Party when invoking the indemnity provisions under this Agreement if the party claiming under the indemnity could not rely on a force majeure defense in the underlying third party proceedings (if any).

(C) In case of force majeure an urgent contact shall be established between the Parties whereby the Operating Carrier, within the scope of existing possibilities and without any undue delay, furnishes every reasonably possible information to the Marketing Carrier upon the latter's request. This information should be restricted to appropriate departments.

For CI the telex addresses are: Operations Control:

For HA the telex addresses are: Operations Control:CI/ HA Codeshare Agreement Main Agreement

15 Article 18: EXECUTION, DURATION AND TERMINATION

This Agreement shall be terminated by either Party subject to:

( A ) Notwithstanding paragraphs A and B of this article, either Party may terminate this Agreement by giving ninety ( 90 ) days prior written notice to the other Party if that other Party fails to perform or observe or in breach of any mat erial covenant, condition or agreement to be performed or observed by it hereunder and such failure is not cured within a period of thirty ( 3 0) d ays after the date of written notice thereof, or if the other Party has repeatedly failed to meet its obligatio ns hereunder regardless
whether or not the defaults have been remedied.

( B ) This Agreement may be terminated or canceled at any time by either Party with immediate effect giving written notice to the other Party in the event that the other Party files a voluntary petition in bankruptcy or proceedings in bankruptcy are instituted against it, or that a Court of Receiver takes jurisdiction over it and its assets pursuant to proceedings brought under the provisions of any bankruptcy, insolvency, reorganizatio n, readjustment of debt, receivership or liquidation law or statute of any competent jurisdiction and such proceedings shall not be withdrawn or terminated within sixty (60) days after their commencement.

( C ) In the event of a corporate reorganization, co nsolidation, merger, acquisition or sale of all or substantially all of a party’s assets (including its stock), either party shall have the right to immediately terminate this Agreement.

( D ) Notwithstanding anything to the contrary, this Agreement may be terminated at any time by either Party giving a 60

- day prior written notice.

( E ) Any termination or cancellation of this Agreement pursuant to one or more of the provisions hereof shall not be construed so as to relieve either Party from any debt or monetary obligation to or indemnification of the other Party that shall have accrued hereunder prior to the effective d ate of such termination or cancellation and shall leave all other rights and remedies of such Party unimpeded.

Article 19: RESPONSIBILITY

All matters relating to the terms and conditions of this Agreement shall be dealt with exclusively by the duly auth orized representatives of the Parties, unless specifically agreed otherwise.

Article 20: AMENDMENTCI/ HA Codeshare Agreement Main Agreement

16 (A) Any temporary or permanent amendment to this Agreement shall be agreed in advance in writing by
the Parties.

(B) In the event of one of the Parties, with reasonable grounds and proof thereof, being convinced that any of the conditions of this Agreement are not in accordance with the principles of fair cooperation, that Party shall give notice thereof to the other Party. Any changes then agreed by the Parties in writing shall be recorded in an Amendment to this Agreement and shall be effective from the day mutually determined by the Parties, and, if necessary, subject to the approval of the concerned government authorities.

Article 21: GOVERNMENT REGU LATIONS; SEVERABILITY

( A ) The terms and conditions of this Agreement shall always be in accordance with the applicable laws (including Governmental or supranational rules, regulations and orders).

( B ) This Agreement may be subject to review and approva l by agencies or organisations of governments
of Taiwan and USA

. Both Parties agree to exert their best reasonable commercial efforts to satisfy the requirements of any such review. If, as a result of such review, this Agreement is disapproved, or
ap proved and later withdrawn, in any respect by any such government agency or organisation, then either Party may terminate this Agreement by written notice to the other Party in accordance with
Article 18 herein.

( C ) If any such term or condition shall be held to be invalid or unenforceable in any respect, such invalidity

or un
- enforceability shall not affect the other provisions of the Agreement that can be given effect without the invalid or unenforceable provision. The Parties shall replace such invalid or unenforceable provision by a provision having to the maximum extent possible the same economic, practical or other effect that the Parties intended hereby.

Article 22: SECRECY

(A) All information about its business, including technical know how and support systems provided by either party, now and in the future, for the purpose of this cooperation (this including information in a form that can be read by computers and information relating to the business of either Party's company) will be kept strict ly confidential. Without the originating party's prior written consent, a Party will not, and will cause its advisers not to, disclose to any person, except for those officers, employees and directors, legal counsel, auditors and other advisors engaged by one of the Parties who need to know such information for the purpose of this cooperation ("Permitted Persons").CI/HA Codeshare Agreement Main Agreement

17 (B) Such Permitted Persons shall be informed of the confidential nature of such information and shall be instructed to treat such information confidentially and that the party by whom they are engaged will be responsible if they should fail to comply with such instruction.

(C) All information provided for the purpose stated above will be used solely for the aforesaid purpose. Each Party will keep same strictly confidential within its company, provided, however, that aforesaid obligations shall not apply when and to the extent information (i) is already in a Party's possession, or (ii) is or becomes generally available to the public other than as a result of a disclosure by such Party or (iii) becomes available to a party on a non-confidential basis from a source other than the originating Party or its directors, officers, agents, or advisers, provided that such source is not known by a Party to be bound by a confidentiality agreement with or other obligation of secrecy to the Company or the other Party.

Article 23: NOTICES

Unless specifically determined otherwise in this Agreement, for purposes of this Agreement, a notice, certificate or any other instrument referred to in this Agreement shall be deemed "given" if deposited in the mail, postage prepaid and, if to HA or CI , properly addressed to such Party at the address set forth below or at such other address as such Party, by notice to the other, may designate from time
to time:

If to CI : China Airlines

Attention: , General Manager, International Affairs & Alliances By tel: By fax:

If to HA : Hawaiian Airlines

Attention: , Director Alliances & Airline Partnerships By tel: By fax:

With copy to: Hawaiian Airlines

Attention: , General CounselCI/HA Codeshare Agreement Main Agreement

18 By tel: By fax:

Article 24: PRIORITY OF DOCUMENTS

This Agreement is comprised of this document and all Annexes hereto. In case of contradictions between the Agreement and the Annexes, the Agreement will prevail. This Agreement is supplemental to and will in no way be prejudicial to the existing Agreements between the Parties.

Article 25: HEADINGS

Headings are used for reference purposes only.

Article 26: PUBLICITY

Press releases or any other form or mode of announcement or publicity with respect to this Agreement will only take place subject to close consultation by and between both Parties and with their prior mutual written consent.

Article 27: APPLICABLE LAW; ARBITRATION

(A) This Agreement shall be governed by and construed in accordance with the laws of Hong Kong. The Parties hereby irrevocably submit to the exclusive jurisdiction of the Courts of Hong Kong. All proceedings shall be in English or Chinese and English.

(B) In respect of any dispute, controversy, or claim, of any and every kind or type arising out of, connected with, or relating in any way to this Agreement, the relationship of the Parties, the obligations of the Parties or the operations carried out under this Agreement, including without limitation, any dispute as to the existence, validity, construction, interpretation, negotiation, performance, non-performance, breach, termination, or enforceability of this Agreement, the Parties will first consult and negotiate with each other in good faith in an attempt to resolve the matter. The consultation and negotiation process will be started by either Party sending the other a written notice
to this effect. If such efforts are unsuccessful to reach a consensus for resolution of such matter within thirty (30) days of the date of the notice starting such process, such dispute, controversy or claim as aforesaid shall be settled and finally resolved by arbitration in Hong Kong in accordance with the Hong Kong Arbitration Ordinance (“HKAO”) in effect at the time of the submission of the dispute, except as modified by mutual agreement of the Parties. In the event of a conflict between
the HKAO and this Article 27, the provisions of this Article 27 shall prevail. The arbitration, includingCI/ HA Codeshare Agreement Main Agreement

19 the rendering of the award, will be conducted by a panel of arbitrators appointed in accordance with
HKAO . The arbitration panel shall consist of three (3) arbitrators w ho are knowledgeable about the legal, marketing, and other business aspects of the airline industry, and fluent in the English language. The cost of such arbitration shall be borne as allocated by the arbitrators or, if no such
allocation is made, by the respective Part ies

. Nothing herein set forth shall prevent the Parties from settling any dispute by mutual agreement at any time

.

Article 28: REPRESENTATIONS AND WARRANTIES

(A) CI represents an d warrants to HA as follows:

CI is a duly incorporated and validly existing corporation in good standing under the laws of Taiwan and has the requisite corporate power and authority to own, operate and lease the properties and assets it now owns, opera tes and leases and, to conduct its business as it is now being conducted and to perform its obligations hereunder.

CI has the corporate power and authority to enter into, execute and deliver this Agreement and to consummate the transactions contemplated h ereby in accordance with the terms hereof. The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of CI . This Agreement has been duly and validly executed and delivered by CI and is, assuming due execution and delivery by HA thereof and that HA has full legal power and right to enter into this Agreement or instruments, a valid and binding obligation of CI , enforceable against CI in accordance with its terms, except as such enforceability shall be limited by applicable bankruptcy, insolvency, reorgani z ation, moratorium, or other similar laws affecting the rights of creditors generally or the application of general principles of equ ity, regardless of whether in a proceeding at law or in equity.

Neither the execution and delivery of this Agreement by CI nor the consummation by CI of the transactions contemplated hereby:

a. Conflicts with or results in a breach of, or constitutes a d efault (or gives rise to any right to termination, cancellation or acceleration) under any of the terms, conditions or provision of:
(i) the Certificate of Incorporation or By

- laws of CI ;
(ii) any indenture, mortgage, lease, deed of trust, pledge, lo an or credit agreement, employee benefit plan, collective bargaining agreement, or any other similar contract to which CI is a party;
(iii) any judgment , order, writ, injunction or decree of any domestic or foreign court or governmental agency, other tha n, in the case of (ii) and (iii), those conflicts, breaches orCI/ HA Codeshare Agreement Main Agreement

20 default which, in the aggregate, would not reasonably be expected to have a material adverse effect on the operations contemplated by this Agreement ;
b. Violates or conflicts with any federa l, state, local, or foreign law, rule, or regulation to which CI is subject, other than those violations or conflicts which, in the aggregate, would not reasonably be expected to have an adverse effect.

(B) HA represents and warrants to CI as follows:

HA i s a duly incorporated and validly existing corporation in good standing under the laws of Delaware, USA and has the corporate power and authority to own, operate and lease the properties
and assets it no w owns, operates and leases and, to conduct its business as it is now being conducted and to perform its obligations hereunder.

HA has the corporate power and authority to enter into, execute and deliver this Agreement and to consummate the transaction contempl ated hereby in acco rdance with the terms hereof. The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly authorized by all necessary corporate action on the part of HA

. This Agreement has been du ly and validly executed and delivered by HA and is, assuming due execution and delivery thereof by CI and that CI has full legal power and right to enter into this Agreement or instruments, a valid and binding obligation of HA
, enforceable against HA in accordance with its terms, except as such enforceability shall be limited by applicable bankruptcy, insolvency, reorganization , moratorium, or other similar laws affecting the rights of creditors generally or the application of g eneral principles o f equity, regardless of whether in a proceeding at law or in equity.

Neither the execution and delivery of this Agreement nor the consummation by HA of the transactions contemplated hereby:
a. Conflicts with or results in a breach of, or constitutes a default (or gives rise to any right of termination, cancellation or acceleration) under any of the terms, conditions or provisions of:
(i) The Certification of Incorporation or By

- Laws of HA ;
(ii) any indenture, mortgage, lease, deed of trust, pledge , loan or credit agreement, employee benefit plan, collective bargaining agreement, or any other similar contract to which HA is a party;
(iii) any judgment, order, writ, injunction or decree of any domestic or foreign court or governmental agency, other than, in the case of (ii) and (iii), those conflicts, breaches, defaults or rights which, in the aggregate, would not reasonably be expected to have a material adverse effect on the operations contemplated by this Agreement;CI/ HA Codeshare Agreement Main Agreement

21 b. Violates or conflicts with any federal, state, local or foreign law, rule or regulation to which HA is subject other than those violations or conflicts which, in the aggregate, would not reasonably be expected to have an adverse effect.

(C) Each representation and warranty made by either Party to this Agreement shall survive the execution of this Agreement for the period of the Agreement during which time indemnification may be sought for a breach of such representation or warranty. Each covenant and agreement made by either Party shall survive the execution of this Agreement.

(D) Except as expressly provided to the contrary in this Agreement, all warranties, whether express, implied, statutory or otherwise relating in any way to the subject matter of this Agr eement or to this Agreement generally, are excluded. Where any l aw implies into this Agreement any term, and that
l aw limits or prohibits provisions in a contract excluding or modifying the application of or exclusion of liability under that term, the term is included in this Agreement to the extent required by the law.

Article 2 9 : ASSIGNMENT

Neither Party hereto may assign this Agreement nor any rights, duties, or interest hereunder in whole or in part to any third party without the prior written consent of the other Party. For the
avoidance of doubt , neither Party shall assign this agreement n or allow any wet leasing with another operator or carrier without the prior written consent of the other Party

.CI/HA Codeshare Agreement Main Agreement

IN WITNESS WHEREOF, the undersigned being the duly authorised signatories of the respective Parties
have hereunto signed this Agreement on the day and year first above written.

For and on behalf of
HAWAIIAN AIRLINES, Inc.

Date:

__ 

### 11

_·

_ 7 _· _.flj

__ 

# ,_.r

____ _ I For and on behalf of
CHINA AIRLINES 

### Ltd.

Huang-Hslang Sun Chairman & President



## II JuL 

## .Ju/J Date:

______________________ _HA 

### /CI Codeshare Agreement

General 

# ANNEXl

to the Freeflow Codeshare Agreement between Hawaiian Airlines and China Airlines for the Codeshared Flights

CODESHARED FLIGHTS 

### Annex 1

This Annex is an integral part of the Code Share Agreement between Hawaiian Airlines (" HA ") and China Airlines ("CI") signed in 11 Jul. 2013 ("the Agreement") and as such is subject to the terms and conditions set forth in the Agreement.



### ARTICLE 1: Route

The terms of the Agreement apply to the services carried out by HA and Cl on the following routes as further specified herein (the "Codeshared Flights"):

Trunk routes: Taipei (TPE)

- Honolulu (HNL) 

### v. v. Point beyond codeshare routes Honolulu (HNL) Honolulu (HNL) Honolulu (HNL) Honolulu (HNL) Honolulu (HNL) Honolulu (HNL) Honolulu (HNL) Honolulu (HNL) Honolulu (HNL) Honolulu (HNL) Honolulu (HNL) Taipei (TPE) Taipei (TPE) Taipei (TPE) Sydney (SYD) Brisbane (BNE) Hilo (ITO) 

### v.v. Kailua (KOA) 

### v.v

. Kauai Island (LIH) 

### v.v

. Kahului (OGG) 

### v.v. Las Vegas (LAS) 

### v.v. San Jose (SJC) 

### v.v. Seattle (SEA) 

### v.v. Portland (POX) 

### v.v. San Diego (SAN) 

### v.v. Phoenix (PHX) 

### v.v. Sacramento (SMF) 

### v.v. Bangkok (BKK) 

### v.v. Kuala Lumpur (KUL) 

### v.v. Singapore (SIN) 

### v.v. Auckland (AKL) 

### v.v. Auckland (AKL) 

### v.v.

ARTICLE 2: Frequency,. schedule and flight numbers

Page 1 of 3

## HA /CI Codeshare Agreement Annex 1

Route Operating Marketing Days of Flight No

. Flight No. Operation

TPE-HNL CI002 HA2802 D7 HA808 Cl9182 D15

HNL-TPE CI001 HA2801 D1 HA807 Cl9181 D27

HNL-ITO HA382 Cl9184 DAILY HA142 Cl9186

ITO-HNL HA383 Cl9183 DAILY HA241 Cl9185 D457

HNL-KOA HA520 Cl9188 DAILY HA278 Cl9190

KOA-HNL HA227 Cl9187 D567 HA397 Cl9189 D123457

HNL-LIH HA345 Cl9191 DAILY HA239 Cl9193

LIH-HNL HA346 Cl9192 DAILY HA324 Cl9194

HNL-OGG HA520 Cl9196 DAILY HA326 Cl9198

OGG-HNL HA185 Cl9195 DAILY HA515 Cl9197 HNL-LAS HA018 Cl9200 DAILY LAS-HNL HA005 Cl9199 D357 HNL-SJC HA044 Cl9202 DAILY SJC-HNL HA043 Cl9201 D357 HNL-SEA HA022 Cl9204 DAILY SEA-HNL HA021 Cl9203 DAILY HNL-PDX HA026 Cl9206 DAILY PDX-HNL HA025 Cl9205 DAILY HNL-SAN HA016 Cl9208 DAILY SAN-HNL HA015 Cl9207 DAILY HNL-PHX HA036 Cl9210 DAILY PHX-HNL HA035 Cl9209 DAILY HNL-SMF HA020 Cl9212 DAILY SMF-HNL HA019 Cl9211 DAILY TPE-BKK Cl833 HA2833 DAILY BKK-TPE Cl834 HA2834 DAILY TPE-KUL Cl721 HA2821 DAILY KUL-TPE Cl722 HA2822 DAILY TPE-SIN Cl753 HA2853 DAILY SIN-TPE Cl754 HA2854 DAILY SYD-AKL CI051 HA2811 D1346 BNE-AKL CI053 HA2813 D257 AKL-SYD CI052 HA2862 D1346 AKL-BNE CI054 HA2864 D257

Both parties agree to specify the Frequency
, Schedule and Flight Numbers on the code-shared routes via SSIM file exchange between two parties.

Page 2 of3

### HA 

### /CI Codeshare Agreement Annex 1



### The flight-schedules shall be determined by the Operating Carrier and informed to the Marketing Carrier before each lATA season. The Marketing Carrier will then advise the flight-numbers for the Codeshared Flights. Any schedule changes (other than ad-hoc changes due to unforeseen circumstances) during the lATA season will also be duly communicated to the Marketing Carrier.

ARTICLE 3: CRS cost

CRS booking fees associated with reservations on the Codeshared Flights and charged by a CRS to the Operating Carrier for Operating Carrier bookings shall be borne by the Operating Carrier. CRS booking fees associated with reservations on the Codeshared Flights and charged by a CRS to the Marketing Carrier for Marketing Carrier bookings shall be borne by the Marketing Carrier :



### ARTICLE 4: Validity

This Annex is effective as from the effective date of the Codeshare Agreement, unless the Agreement is cancelled in accordance with Article 18 of the Codeshare Agreement. Parties can make amendments to this annex by mutual agreement at any time.

For and on behalf of 

### Hawaii Airlines Inc.

Andrew Watterson
Vice President Planning and Revenue Management

# Date:----=t/~~~~3- For and on behalf of 

### CHINA AIRLINES Ltd.

# V0~~ H. H. Tung
Vice President Corporate Development Office

Date : 

## 21fl 

## 1-

. 

# £r 

# 6

Page 3 of3