UNITED STATES OF AMERICA

DEPARTMENT OF TRANSPORTATION

OFFICE OF THE SECRETARY WASHINGTON, D.C.

Issued by the Department of Transportation on October 14

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### N OTICE OF ACTION TAKEN

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_ _____________________________________________________________________________________________________________________________ __ This serves as notice to the public of the action described below, taken by the Department official indicated (no additional

con firming order will be issued in this matter).

Joint Applicant s : AEROVIAS de MEXICO, S.A. de C.V. (Aeromexico ) ; and DELTA AIR LINES, INC. (Delta)

Date Filed: September 26 , 2014

Relief requested: E xemption under 49 USC §4 0109 to permit Aeromexico to en gage in scheduled foreign air transportation of persons, property, and mail between Guadalajara, Mexico, and Denver, Colorado

.

Exemption for two years under 49 USC §40109 to permit Delta to engage in scheduled foreign air transportation of

persons, proper ty, and mail between Guadalajara, Mexico, and Denver, Colorado by placing its “DL” designator code on

Aeromexico

- operated flights.

S tatement of authorization under 14 C.F.R. Part 212 to permit Aeromexico to display Delta’s “DL” designator code on

Aeromexi co

- operated flights between Guadalajara, Mexico, and Denver, Colorado.

The joint applicants also request a waiver of the 45

- day advance filing requirement under 14 C.F.R. Part 212.

Applicant representative s : John R. Mietus, Jr. (Aeromexico) 202

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- 521 2 ; and

Alexander Van der Bellen and Christopher Walker (Delta) 202

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DOT analyst: Brett D. Kruger , 202

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Responsive pleadings: None

DISPOSITION

Action: Approved

. Action date: October 14 , 2014 1

Effective dates of authority granted: The exemption authority granted to Aeromexico is effective October 14 , 2014

, through October 14 , 2015

.

The exemption authority granted to Delta is effective October 14 , 2014, through October 14 , 201 6

.

The statement of authorization un der 14 C.F.R. Part 212 granted to Aeromexico is effective October 14 , 2014, and will remain in effect for an indefinite duration, subject to conditions

.

The waiver of the advance filing requirement under 14 C.F.R. Part 212 is effective October 14 , 2014.

Ba sis for approval (bilateral agreement/reciprocity): United States

- Mexico Air Transport Services Agreement

.
Except to the extent exempted/waived, this authority is subject to the terms, conditions, and limitations of our standard foreign carrier exemption conditions attached as Appendix A; our standard U.S. carrier exemption conditions attached as Appendix B; the code

- share conditions attached as Appendix C ; and to the otherwise

- applicable terms, conditions, and limitations of Aeromexico’s foreign air carri er permit (Order 91

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- 25).

1 We acted on the application without awaiting expiration of the 15

- day answer period with the consent of all parties served.Special conditions/Remarks: The U.S.

- Mexico exemption authority granted to Delta is subject to the dormancy notice requirements set forth in condition 7 of Appendix A of Order 88

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- 2.

The exemption authority granted to Delta is limited to services provided on a code

- share basis only.

Action taken by: Paul L. Gretch, Director Office of International Aviation

_________________________________________________________ ___________________________________________________ Under a uthority assigned by the Department in its regulations, 14 CFR Part 385, we found that (1) our action was consistent with Department policy; (2) the applicants w ere qualified to perform their proposed operations; (3) grant of the authority was consistent

w ith the public interest; and (4) grant of the authority would not constitute a major regulatory action under the Energy Polic y and Conservation Act of 1975. To the extent not granted, we denied all requests in the referenced application . We may amend, mo dify, or revoke the authority granted in this Notice at any time without hearing at our discretion.

Persons entitled to petition the Department for review of the action set forth in this Notice under the Department’s regulati ons, 14 CFR §385.30, may file their petitions within seven (7) days after the date of issuance of this Notice. This action was effective when taken, and the filing of a petition for review will not alter such effectiveness.

An electronic version of this document is available on the W orld Wide Web at: http://www.regulations.gov

### Appendix A Foreign Carrier Exemption Conditions

In the conduct of the operations authorized, the foreign carrier applicant(s) shall:

(1) Not conduct any operations unless it holds a currently effective authorization from its homeland for such operations, and it has filed a copy of such authorization with the Department;

(2) Comply with all applicable requirements of the Federal Aviation Administration, the Transpor tation Security Administration, and with all applicable U.S. Government requirements concerning security, including, but not limited to, 14 CFR Parts 129, 91, and 36 and 49 CFR Part 1546 or 1550, as applicable. To assure compliance with all applicable

U.S . Government requirements concerning security, the holder shall, before commencing any new service (including charter flights) from a foreign airport that would be the holder’s last point of departure for the United States, contact its

International Indust ry Representative (IIR) (formerly referred to as International Principal Security Inspector) to advise the IIR of its plans and to find out whether the Transportation Security Administration has determined that security is adequate to allow such airport(s) to be served;

(3) Comply with the requirements for minimum insurance coverage contained in 14 CFR Part 205, and, prior to the commencement of any operations under this authority, file evidence of such coverage, in the form of a completed OST Form 6411, with the Federal Aviation Administration’s Program Management Branch (AFS

- 260), Flight Standards Service (any changes to, or termination of, insurance also shall be filed with that office);

(4) Not operate aircraft under this authority unless it complies with operational safety requirements at least equivalent to Annex 6 of the Chicago Convention;

(5) Conform to the airworthiness and airman competency requirements of its Government for international air services;

(6) Except as specifically exempted or otherwise provided for in a Department Order, comply with the requirements of 14 CFR Part 203, concerning waiver of Warsaw Convention liability limits and defenses;

(7) Agree that operations under this authority constitute a waiver of sovereign immunity , for the purposes of 28 U.S.C. 1605(a), but only with respect to those actions or proceedings instituted against it in any court or other tribunal in the United States that are: (a) based on its operations in international air transportation that, accord ing to the contract of carriage, include a point in the United States as a point of origin, point of destination, or agreed stopping place, or for which the contract of carriage was purchased in the United States; or (b) based on a claim under any interna tional agreement or treaty cognizable in any court or other tribunal of the United States. In this condition, the term "international air transportation" means "international transportation" as defined by the Warsaw Convention, except that

all States shal l be considered to be High Contracting Parties for the purpose of this definition;

(8) Except as specifically authorized by the Department, originate or terminate all flights to/from the United States in its homeland;

(9) Comply with the requirements o f 14 CFR Part 217, concerning the reporting of scheduled, nonscheduled, and charter data;

(10) If charter operations are authorized, except as otherwise provided in the applicable aviation agreement, comply with the Department's rules governing charters ( including 14 CFR Parts 212 and 380); and

(11) Comply with such other reasonable terms, conditions, and limitations required by the public interest as may be prescribed by the Department, with all applicable orders or regulations of other U.S. agencies and courts, and with all applicable laws of the United States.

This authority shall not be effective during any period when the holder is not in compliance with the conditions imposed above. Moreover, this authority cannot be sold or otherwise transferred w ithout explicit Department approval under Title

49 of the U.S. Code.

12/2007Appendix B

U.S. Carrier Exemption Conditions

In the conduct of the operations authorized, the U.S. carrier applicant(s) shall:

(1) Hold at all times effective op erating authority from the government of each country served;

(2) Comply with applicable requirements concerning oversales contained in 14 CFR 250 (for scheduled operations, if authorized);

(3) Comply with the requirements for reporting data contained in 14 CFR 241;

(4) Comply with requirements for minimum insurance coverage, and for certifying that coverage to the Department, contained in 14 CFR 205;

(5) Except as specifically exempted or otherwise provided for in a Department Order, comply with th e requirements of 14 CFR 203, concerning waiver of Warsaw Convention liability limits and defenses;

(6) Comply with all applicable requirements of the Federal Aviation Administration, the Transportation Security Administration, and with all applicable U .S. Government requirements concerning security, including, but not limited to, 49 CFR Part 1544. To assure compliance with all applicable U.S. Government requirements concerning security, the holder shall, before commencing any new service (including cha rter flights) to or from a foreign airport, contact its Principal Security Inspector (PSI) to advise the PSI of its plans and to find out whether the Transportation Security Administration has determined that security is adequate to allow such airport(s) t o be served;

(7) Comply with such other reasonable terms, conditions, and limitations required by the public interest as may be prescribed by the Department of Transportation, with all applicable orders and regulations of other U.S. agencies and

courts, and with all applicable laws of the United States.

The authority granted shall be effective only during the period when the holder is in compliance with the conditions imposed above.



### 1/2008Appendix C

The code

- share operations authorize d here are subject to the following conditions:



### (a) The statement of authorization granted to Aeromexico will remain in effect only as long as (i) Aeromexico and

Delta continue to hold the necessary underlying authority to operate the code

- share services at issue, and (ii) the

code

- share agreement providing for the code

- share operations remains in effect.

(b ) Aeromexico and/or Delta must promptly notify the Department if the code

- share agreement providing for the code

share operations is no longer effecti ve or if the carriers decide to cease operating all or a portion of the approved code

share services. Such notice should be filed in Dockets DOT

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(c ) The code

- sharing operations conducted under th is authority must comply with 14 CFR 257 and with any amendments to the Department’s regulations concerning code

- share arrangements that may be adopted. Notwithstanding any provisions in the contract between the carriers, our approval here is expressly co nditioned upon the requirements that the subject foreign air transportation be sold in the name of the carrier holding out such service in the computer reservation systems and elsewhere; that the carrier selling such transportation ( i.e., the carrier shown on the ticket) accept responsibility for the entirety of the code

- share journey for all obligations established in its contract of carriage with the passenger; that the passenger liability of the operating carrier be unaffected ; and that the operating car rier shall not permit

the code of its U.S. code

- sharing partner to be carried on any flight that enters, departs, or transits the airspace of any area for whose airspace the Federal Aviation Administration has issued a flight prohibition.

( d ) The authori ty granted here is specifically conditioned so that neither Aeromexico nor Delta shall give any force or effect to any contractual provisions between themselves that are contrary to these conditions.

We may amend, modify, or revoke the authority granted a t any time without hearing at our discretion.

1 We expect this notification to be received within ten (10) days after such non

- effectiveness or of such decision.