BEFORE THE 

U.S. DEPARTMENT OF TRANSPORTATION 

WASHINGTON, D.C. 

Joint Application of 

US AIRWAYS, INC. 

and 

AEGEAN AIRLINES S.A. 

for blanket Statements of Authorization under 

14 C.F.R. Part 212 (U.S.-Greece and 

Beyond Codesharing) 

) 

) 

) 

) 

) Docket DOT-OST-2011-__ 

) 

) 

) 

) 

-------------------------) 

JOINT APPLICATION OF US AIRWAYS, INC. AND AEGEAN AIRLINES S.A. 

FOR STATEMENTS OF AUTHORIZATION 

Communications with respect to this document should be sent to: 

Howard Kass 

Vice PresidentLegal and Government Affairs 

Benjamin T. Slocum 

Director and Assistant General Counsel 

US Airways, Inc 

1401 H Street, NW, Suite 1075 

Washington, DC 20005 

(202) 326-5153 

howard.kass@usairways.com 

benjamin.slocum@usairways.com 

June 28, 2011 

Andrew J. Harakas 

Clyde & Co US LLP 

The Chrysler Building 

405 Lexington Avenue 

New York, New York 10174 

Tel: (212) 710-3920 

Tel: (212) 702-4620 

Email: andrew.harakas@clydeco.us 

Counsel for Aegean Airlines S.A. 

NOTICE: Answers to this Application are due July 13, 2011. However, the Joint 

Applicants request expedited treatment of this application. 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 

US AIRWAYS, INC. 

and 

AEGEAN AIRLINES S.A. 

for blanket Statements of Authorization under 

14 C.F.R. Part 212 (U.S.-Greece and 

Beyond Codesharing) 

) 

) 

) 

) 

) Docket DOT -OST -2011-

) 

) June 28, 2011 

) 

) 

-------------------------) 

JOINT APPLICATION OF US AIRWAYS, INC. AND AEGEAN AIRLINES S.A. 

FOR STATEMENTS OF AUTHORIZATION 

US Airways, Inc. ("US Airways") 1 and Aegean Airlines S.A. ("Aegean") 

(collectively, the "Carriers") jointly apply for issuance of blanket statements of 

authorization under 14 C.F.R. Part 212 in order to implement codesharing 

arrangements provided for in the Code Share Agreement, attached hereto as Exhibit 1. 

US Airways and Aegean plan to codeshare between points in the United States and the 

EU, both non-stop and via intermediate points, and beyond to third country points. The 

Carriers request expedited treatment for this Joint Application. 

In support of this Joint Application, the Carriers submit the following: 

1. US Airways requests a statement of authorization for blanket codeshare 

authority to display Aegean's "A3" designator code on flights operated by US Airways 

1 US Airways also applies on behalf of its affiliated carriers Piedmont Airlines, Inc. ("Piedmont") and PSA 

Airlines, Inc. ("PSA"). 
Joint Application of US Airways and Aegean Airlines 

for Statements of Authorization 

(i) between any point or points in the United States and any point or points in the EU 

(either non-stop or via third country intermediate points); (ii) between any point or points 

in the United States and any point or points in the European Common Aviation Area 

where an open-skies agreement is being applied; (iii) between U.S. points; and (iv) 

beyond the U.S. to any point or points in third countries. The specific routes that are 

initially covered by the above codesharing arrangement are described in Appendix A. 

2. Aegean requests a statement of authorization for blanket codeshare 

authority to display US Airways' "US" designator code on flights operated by Aegean (i) 

between any point or points in the United States and any point or points in the EU 

(either non-stop or via third country intermediate points); (ii) between any point or points 

in the United States and any point or points in the European Common Aviation Area 

where an open-skies agreement is being applied; (iii) between EU points; and (iv) 

beyond the EU to any point or points in third countries. The specific routes that are 

initially covered by the above codesharing arrangement are described in Appendix B. 

3. The Joint Applicants request that the Department not limit the condition of 

the authority to serve intermediate and beyond points to only countries with which the 

United States has signed open-skies agreements and/or countries with which the carrier 

holds authority to serve under certificates or exemptions issued by the Department, and 

for which it holds route integration authority. The Department has previously deleted 

this condition for other code-share arrangements. (See Notice of Action Taken, January 

11,2005, Docket OST-2003-15946. See also Order 2003-5-33, paragraph 5 and 

Appendix 4(b), (e), May 30,2003, Docket OST-2002-13861 (omitting the limitation from 
Joint Application of US Airways and Aegean Airlines 

for Statements of Authorization 

the exemption granted to American in conjunction with American-British Airways codeshare authority).) 

4. US Airways (subject to the request set forth in paragraph 3, supra) and 

Aegean currently hold all underlying authority necessary to operate these flights. US 

Airways is authorized to engage in the scheduled domestic air transportation described 

in Appendix A pursuant to Certificate of Public Convenience and Necessity for Interstate 

Air Transportation issued by Order 97-4-6. US Airways also holds certificate authority 

"to serve all open skies partners .... " (Order 2007-4-20, April 18, 2007, Dockets DOTOST-2005-22228 and DOT-OST-2005-22578.) Aegean currently holds a Foreign Air 

Carrier Permit authorizing it to provide scheduled service "from any point or points 

behind any Member State of the European Union, via any point or points in any Member 

State and via intermediate points to any point or points in the United States and 

beyond." (Order 2010-9-19, p.1.) 

5. Aviation relations between the United States and Greece are governed by 

the Air Transport Agreement between the United States of America and the European 

Community and Its Member States ("U.S.-EU Agreement"). The U.S.-EU Agreement 

expressly permits designated airlines of one Party to "enter into cooperative marketing 

arrangements such as blocked-space or code-sharing arrangements, with a) an airline 

or airlines of the Parties .... " (U.S.-EU Agreement Article 10, 7.) 

6. The Carriers seek permission to engage in these codesharing 

arrangements in order to more effectively compete by offering better and more fully 

integrated services to their respective customers. Codesharing allows two carriers to 

create and market new services together when economic or regulatory obstacles would 
Joint Application of US Airvvays and Aegean Airlines 

for Statements of Authorization 

prevent either from developing those products independently. Such services not only 

enable the carriers to more effectively compete in the marketplace, but they also have 

specific benefits for consumers. The codeshare services proposed by US Airways and 

Aegean are fully consistent with the public interest and DOT policy. As the Department 

has noted: 

Code sharing and other cooperative marketing arrangements can provide 

a cost-efficient way for carriers to enter new markets, expand their 

systems and obtain additional flow traffic to support their other operations 

by using existing facilities and scheduled operations. Because these 

cooperative arrangements can give the airline partners new or additional 

access to more markets, the partners will gain traffic, some stimulated by 

the new service, and some diverted from incumbents. In this way, 

cooperative arrangements can enhance the competitive positions of both 

partners in such a relationship. 

Increased international code sharing and other cooperative arrangements 

can benefit consumers by increasing international service options and 

enhancing competition between carriers, particularly for traffic to or from 

cities behind major gateways. By stimulating traffic, the increased 

competition and service options should expand the overall international 

market and increase overall opportunities for the aviation industry. 

(U.S. International Air Transportation Policy Statement, April 1995, at 4.) The 

Department has also recognized that codesharing results in increased passenger 

convenience by permitting single-carrier reservations and ticketing. (See 

Continental-SAS, Order 88-12-46.) 

7. Notwithstanding the codesharing arrangement, the Carriers will 

continue to compete with each other in the sale of their services to the public. 

Each carrier will separately and unilaterally establish the fares for services 

provided under its designator code, paying the other carrier for providing any part 

of that service. 
Joint Application of US Airways and Aegean Airlines 

for Statements of Authorization 

8. The Carriers agree to accept the conditions normally applicable to 

blanket codeshare authority such as requested herein. This includes the 

requirement to notify the Department thirty (30) days in advance of any new 

codeshare operation and to notify the Department of any codeshare operation 

the carriers have agreed to discontinue. 2 The carriers will also ensure 

compliance with all other applicable Department regulations and policies, 

including the codeshare disclosure regulations of Part 257. The Carriers also 

request that the statements of authorization be issued for an indefinite period, so 

long as their Code Share Agreement continues in effect. Should the Code Share 

Agreement cease to be effective, the Carriers will notify the Department. Finally, 

the terms of the Code Share Agreement are fully consistent and do not interfere 

with US Airways' commitment to the Civil Reserve Air Fleet. 

9. US Airways has completed a review of the lATA Operational Safety 

Audits ("IOSA") performed on Aegean and in accordance with the requirements 

of the DOT/FAA Codeshare Safety Program Guidelines issued December 21, 

2006. The results of the IOSA audit have been submitted to the FAA for review 

and were accepted in February 2011. 

2 For the administrative convenience of the Department and the carriers, and to allow routine schedule 

changes as may be necessary between mainline and affiliated carrier equipment, notice of specific 

codeshare routes given to the Department by Aegean, US Airways, or US Airways' affiliated carriers 

Piedmont and PSA, should be deemed notice given for each of the carriers. 
Joint Application of US Airvvays and Aegean Airlines 

for Statements of Authorization 

10. The Carriers intend to begin operating the proposed codeshare 

arrangements as early as July 28, 2011. The Carriers request that the 

Department act upon this application as expeditiously as possible. 

11. The requisite filing fee is enclosed. 

WHEREFORE, on the basis of the foregoing, US Airways and Aegean 

jointly request the Department to grant them the blanket statements of 

authorization requested herein, or that is otherwise necessary, in order to fully 

implement the codeshare arrangements provided for in the Code Share 

Agreement. US Airways and Aegean further request that the Department grant 

them such other relief as it considers to be consistent with this Joint Application 

and the public interest. 

Respectfully submitted this 28th day of June 2011, 

~~ HOaf"dKass 

Vice President -

Legal and Government Affairs 

Benjamin T. Slocum 

Director and Assistant General Counsel 

US Airways, Inc 

1401 H Street, NW, Suite 1075 

Washington, DC 20005 

(202) 326-5153 

howard.kass@usairways.com 

benjamin.slocum@usairways.com 

~~.~f31$ Andrew J. Harakas 

Clyde & Co US LLP 

The Chrysler Building 

405 Lexington Avenue 

New York, New York 10174 

Tel: (212) 710-3920 

Tel: (212) 702-4620 

Email: andrew.harakas@clydeco.us 

Counsel for Aegean Airlines S.A. 
CODE SHARE AGREEMENT 

Between 

AEGEAN AIRLINES S.A. 

And 

US AIRWAYS, INC. 

PIEDMONT AIRLINES, INC., (d/b/a US Airways Express) 

PSA AIRLINES, INC., (d/b/a US Airways Express) 

May 09,2011 

Exhibit 1 
TABLE OF CONTENTS 

Article 1 Definitions ........................................................................................................... 2 

1.1 Defined Terms 

1.2 Headings 

1.3 Clauses and Appendices 

1.4 Singular and Plural 

Article 2 Code Share Flights ............................................................................................. 3 

2.1 Code Sharing 

2.2 Product Definition 

2.3 Government Requirements 

2.4 Affiliates 

2.5 Code Share Agreement Letter 

2.6 Code Share Agreement Letter Language 

2.7 Efforts to Obtain Code Share Agreement Letter 

2.8 Government Requirements for Affiliates 

Article 3 General Requirements ........................................................................................ 4 

3.1 Operating Authority 

3.2 Regulatory Compliance 

3.3 Airworthiness 

3.4 Security and Crisis Management 

3.5 Disclosure 

Article 4 Flight Number Publication .................................................................................. 5 

4.1 Flight Number and Code 

4.2 Disclosure of Operating Party 

Article 5 Schedule Changes ............................................................................................... 6 

5.1 Schedule Changes 

Article 6 Computer Reservation Charges ......................................................................... 6 

6.1 Booking Fees 

Article 7 Payments ............................................................................................................ 6 

7.1 Prorates . 

7.2 Revenue Accounting 

7.3 Direct Billing 

7.4 Third-Party Ticketing 

7.5 Flight Interruption Manifest 

Article 8 Tickets ................................................................................................................. 6 

8.1 Endorsement 

8.2 Ticket Issuance 

8.3 Fares 

8.4 Non-Revenue/Reduced Travel 

Article 9 Station Procedures and Seat Reservations ........................................................ 7 

9.1 Station Procedures 

9.2 Seat Reservations 

Article 10 Claims Procedure and Immigration .................................................................. ..1 

10.1 Claims Handling 

10.2 Immigration and Customs 

Article 11 Irregular Flights and Oversales ........................................................................... 7 

11.1 Passenger Related Expenses 

11.2 Alternate Flight Arrangements 

11.3 Aircraft Substitutions 

Article 12 Policies, Rules and Procedures ......................................................................... 8 

12.1 Applicability 

A3-US Code Share Agmt. 
Article 13 Compliance with Laws ........................................................................................ 8 

13.1 Terms of the Agreement 

13.2 Action of Parties 

Article 14 Joint Advertising and Sales Programs .............................................................. 8 

14.1 Code Share References 

14.2 Promotional Plans 

14.3 Sales and Marketing Expense 

Article 15 Communications ................................................................................................. 9 

15.1 Communications 

Article 16 Commercial Names, Products and Logos ......................................................... 9 

16.1 Ownership 

16.2 Frequent-Flyer Programs 

Article 17 In-flight Services and Flight Crew ...................................................................... 9 

17.1 Cockpit Crews and Cabin Crews 

17.2 In-flight Services 

17.3 In-flight Announcements 

Article 18 Governing Law .................................................................................................... 9 

18.1 Governing Law 

Article 19 Settlement of Disputes ........................................................................................ 9 

19.1 Arbitration 

Article 20 Conditions of Carriage ......................................................................................... 10 

20.1 Applicable Conditions of Carriage 

20.2 Conflict 

20.3 Liability 

Article 21 Liability and Indemnity ....................................................................................... 10 

21.1 Passenger and Baggage 

21.2 Employees and Property 

21.3 Traffic Documents 

21.4 Notice of Claim 

21.5 Subcontracts 

21.6 Exclusions 

Article 22 Insurance ............................................................................................................ ,,11 

22.1 Insurance Coverage 

22.2 Documentary Evidence 

Article 23 Family Assistance ................................................................................................ 12 

23.1 Family Assistance 

Article 24 Taxes .................................................................................................................... 13 

24.1 Tax Responsibility 

24.2 Ticket Taxes 

24.3 Government Taxes 

Article 25 Term and Termination ........................................................................................ 13 

25.1 Effective Date of Agreement 

25.2 Term of Agreement 

25.3 Star Alliance Membership 

25.4 Default 

25.5 Liability of Non-Defaulting Party 

Article 26 Post Termination Rights ...................................................................................... 13 

26.1 Survival of Obligations 

Article 27 Confidentiality ...................................................................................................... 14 

27.1 Confidential Information 

Article 28 Data Protection ................................................................................................... 14 

28.1 Data Protection 

28.2 Data Management 

Article 29 Excl usivity ............................................................................................................ 15 

29.1 Third-Party Arrangements 

A3-US Code Share Agmt. ii 
Article 30 

Article 31 

Article 32 

Article 33 

Article 34 

Article 35· 

Article 36 

Article 37 

Article 38 

Article 39 

Article 40 

Article 41 

Article 42 

APPENDICES 

Appendix A 

Appendix B 

Appendix C 

Appendix 0 

Representations and Warranties 15 

30.1 Representations and Warr~~ti~s"""""""""""""""""""""'" ................. . 

30.2 Survival of Representations and Warranties 

Force Majeure ..................................................................................................... 16 

31.1 Event of Force Majeure 

31.2 Right of Termination 

Independent Contractors, ................................................................................... 16 

32.1 Nature of Relationship 

Waiver ................................................................................................................... 17 

33.1 Written Waiver 

33.2 Future Performance 

Notices ................................................................................................................ 17 

34.1 Notices 

34.2 Effective Delivery 

Successors and Assignees ................................................................................ 18 

35.1 Successors and Assignees 

No Third-Party Beneficiary ................................................................................. 18 

36.1 Beneficiaries 

Construction ....................................................................................................... 18 

37.1 Construction of Agreement 

Severability .......................................................................................................... 18 

38.1 Severability 

Entire Agreement ................................................................................................. 18 

39.1 Entire Agreement 

39.2 Amendments 

Safety and Security ............................................................................................. 19 

40.1 Security Programs 

40.2 Safety Audit 

40.3 Reporting of ICAO Incidents 

Counterparts ........................................................................................................ 19 

41 . 1 Counterparts 

Enforcement ........................................................................................................ 19 

42.1 Enforcement 

Frequency, Schedule Planning and Seat Allotment ............................................... 22 

Station Procedures ............................................................................................... ,24 

Reservations and Handling Procedures, ................................................................. 30 

Revenue Accounting Procedures .......................................................................... 32 

A3-US Code Share Agmt. iii 
This Code Share Agreement is made effective as of May 09,2011 

BY AND BETWEEN: 

AND: 

AEGEAN AIRLINES S.A. 

a body corporate duly created under the laws of Greece and having its registered office 

at: 

31, Viltanioti str., 

145 64 Kifissia 

Greece 

(hereinafter referred to as "Aegean" or "A3" or "Operating Party" or "Marketing Party" as 

applicable) 

US AIRWAYS, INC. 

a body corporate duly created under the laws of the State of Delaware and having its 

registered office at: 

111 W. Rio Salado Parkway 

Tempe, Arizona 85281 

U.S.A. 

PIEDMONT AIRLINES, INC., a body corporate duly created under the laws of the U.S.A., 

whose registered office is at: 

5443 Airport Terminal Road 

Salisbury, Maryland, U.S.A. 

PSA AIRLINES, INC., a body corporate duly created under the laws of the U.S.A.. whose 

registered office is at: 

3400 Terminal Drive 

Vandalia, Ohio, U. S.A. 

45377 

(collectively hereinafter referred to as "US Airways" or "US" or "Operating Party" or "Marketing Party" as 

applicable) and individually and collectively referred to as "Party" and "Parties" respectively. 

A3-US Code Share Agmt. 
WHEREAS, Aegean and US Airways wish to enter into a Code Share arrangement in order to 

offer competitive and cost effective air services between the countries concerned and improve the quality 

of the air services they now offer in an attempt to widen consumer choice, all to the benefit of the 

travelling public; and 

WHEREAS, each Party desires to places its designator code on services operated by the other 

Party as permitted under applicable law, regulations and policy, and subject to obtaining all necessary 

government approvals; and . 

WHEREAS, each Party are each willing to perform in the manner and upon the terms and 

conditions hereinafter set forth; and 

WHEREAS, the Code Share arrangement will include affiliated carriers of Aegean and US 

Airways and such other carriers as the Parties hereto agree and identify in Appendix A hereto as having 

Code Share arrangements with them or an affiliated carrier ("Affiliates"), subject to proper commercial 

agreements and government approvals; 

NOW, THEREFORE, in consideration of the premises, the mutual covenants and conditions 

herein contained, and other valuable considerations, the receipt and sufficiency of which is hereby 

acknowledged, the Parties hereto, intending to be legally bound, agree as follows: 

ARTICLE 1 

DEFINITIONS 

1.1 Defined Terms. The following terms are defined for the purpose of the Agreement: 

(a) "Affiliate" shall mean any airline operating scheduled service on behalf of Aegean, US 

Airways or US Airways Group, but which is not in whole or in part owned by Aegean or 

US Airways, respectively, as listed in Appendix A hereto. 

(b) "Agreement" or "Code Share Agreement" shall mean this agreement including all 

appendices, as amended from time to time. 

(c) "Code Share Flight(s)" shall mean (a) flight(s) operated by the Operating Party, which 

also carry the deSignator code of the Marketing Party, on the routes set out in Appendix A 

hereto, as amended from time to time. 

(d) "Code Share Passenger(s)" shall mean the passenger(s) aboard a Code Share Flight, 

travelling on a Marketing Party's flight coupon. 

(e) "Operating Party" shall mean, with respect to the Code Share Flights, the Party who 

operates such Code Share Flights with its own or leased aircraft. 

(f) "Marketing Party" shall mean, with respect to the Code Share Flights, the Party who does 

not operate such Code Share Flights with its own or leased aircraft, but places its code 

on flights of the Operating Party and sells seats on such flights. 

(g) "Conditions of Carriage" shall mean those conditions of contract contained in the tariffs 

and rules of carriage of a Party that govern the transport of its passengers. 

(h) "lATA" shall mean International Air Transport Association. 

(i) "Taxes" means all taxes, assessments, fees, levies, imposts, duties, stamp taxes, 

documentary taxes or other charges of a similar nature, including without limitation, 

income taxes, value added taxes, sales taxes, excise taxes, transactional taxes, 

A3-US Code Share Agmt. 2 
exchange control taxes and/or fees and interest and penalties related to the foregoing 

including Ticket Taxes that may be imposed by any competent authority. 

U) "Ticket Taxes" means all applicable ticket ad valorem excise taxes, segment taxes, 

duties, departure taxes, arrival taxes, value added taxes, inspection fees, passenger 

facilities charges, security taxes and fees, or any other similar taxes, fees, charges and 

surcharges applicable to the transportation, including related interest and penalties. 

1.2 Headings. The headings contained in this Agreement are inserted purely for ease of reference 

only and neither forms an operative part of this Agreement nor shall be used in interpreting the 

meaning of any provision of this Agreement. 

1.3 Clauses and Appendices. References in this Agreement to clauses or appendices are to clauses 

of or appendices to this Agreement. The Appendices A-D annexed to this Agreement shall be 

deemed incorporated into this Agreement by reference. In the event of conflict between the 

provisions of this Agreement and the Appendices, the provisions of this Agreement shall prevail. 

1.4 Singular and Plural. References to the singular include references to the plural and vice versa. 

ARTICLE 2 

CODE SHARE FLIGHTS 

2.1 Code Shar,ing. The Parties shall mutually designate certain flights on each other's services on 

which the Parties shall plac~ their respective designator codes, which may include flights 

operated by their Affiliates, serving the city-pairs identified in writing by the Parties from time to 

time without the need to formally amend this Agreement. Any such writing shall be deemed a 

part of and incorporated into this Agreement. The initial list of Code Share routes on which the 

Parties and their Affiliates may code-share is attached hereto as Appendix A. as amended from 

time to time. 

2.2 Product Definition. The Parties shall strive to devise as seamlessz product as possible with the 

goal of providing the best product to Code Sharing Passengers. The specification and provision 

of the onboard product offered on Code Share Flights shall be the responsibility of the Operating 

Party. The Parties shall periodically review their joint product to seek other product improvements 

that contribute to as seamless as possible passenger experience. 

2.3 Government Requirements. The Parties acknowledge that, at the beginning of the term of this 

Agreement and from time to time when the Parties change the Code Share Flights, they will need 

to obtain additional authority from applicable Government authorities. The Parties shall use their 

commercially reasonable efforts to obtain such additional authority. Notwithstanding anything in 

this Agreement to the contrary, no Party shall be deemed to have made a false or misleading 

representation or warranty or to have failed to perform its obligations under this Agreement 

merely because the additional authority contemplated in this section has not yet been obtained by 

a Party, or because a Party's request for such additional authority is denied by any applicable 

Government authority. 

The Parties acknowledge that prior to the start of code sharing on any particular route; all 

required approvals or pre-conditions resulting from the employment contracts of either Party shall 

have been satisfied. 

2.4 Affiliates. US agrees to work in good faith to obtain from each US Affiliate a Code Share 

Agreement Letter, as defined in subsection 2.5, and A3 agrees to work in good faith to obtain 

from each A3 Affiliate a Code Share Agreement Letter, as defined in SUbsection 2.5. As 

applicable to each Affiliate, once so obtained, delivered, and executed as provided herein, each 

A3-US Code Share Agmt. 3 
Party and the other's Affiliates will be permitted to Code Share on the flights operated by that 

Affiliate and visa versa subject to the terms and conditions specified herein. 

2.5 Code Share Agreement Letter. A Code Share Agreement Letter will be an agreement under 

which the applicable Affiliate agrees to be subject to the terms and conditions of the Agreement 

as though it were US for US Affiliates or A3 for A3 Affiliates, subject to the following: 

(a) With regard to subsection 8.2 of the Agreement, it is acknowledged that Affiliates do not 

issue tickets. With regard to subsections 7.1 and 8.3 of the Agreement the counter-party 

to each Party will be the other Party rather than the Affiliate. 

(b) For the purposes of subsections 4.1, 5.1, and 6.1 of the Agreement, for flights operated 

by US Affiliates, US will be deemed the Operating Party and for flights operated by A3 

Affiliates, A3 will be deemed the Operating Party. 

(c) Subsections 14.1, 14.2, and 15.1 of the Agreement do not apply to the Affiliates. 

(d) The duties of the Operating Party under Article 22 of the Agreement will be fulfilled by the. 

Affiliate via its compliance with the requirements for insurance under its agreement with 

US or A3. 

2.6 Code Share Agreement Letter Language. It is agreed that a Code Share Agreement Letter will 

be evidenced by submission by a Party to the other of a document that includes the following text: 

[Name of Affiliate] ("Affiliate") agrees to be subject to the terms and 

conditions of the Code Share Agreement between US Airways, Inc. 

and Aegean Airlines S.A. dated [date of agreement] ("Agreement") as 

though it were [US or A3] and as though the entire Agreement were 

restated as being between Affiliate and [US or A3], subject to the 

conditions specified in subsection 2.6 of that Agreement and the 

other terms and conditions thereof. 

Such letter will be from an authorized officer of the applicable Affiliate and signed by an 

authorized representative of A3 or US. The other Party agrees to promptly countersign such 

letters and return them promptly to such Affiliate with a copy to the other Party. 

2.7 Efforts to Obtain Code Share Agreement Letter. It is acknowledged and agreed that this 

Agreement establishes a mechanism for establishing Code Sharing arrangements between A3 

and the US Affiliates and between US and the A3 Affiliates. It is further agreed that the efforts to 

obtain the Code Share Agreement Letters will fulfil each Party's duties under subsection 2.4. 

2.8 Government Requirements for Affiliates. It is agreed that Code Share Flights operated by 

Affiliates requires approval of governmental authorities. The Parties agree to pursue such 

approval diligently and in good faith. 

ARTICLE 3 

GENERAL REQUIREMENTS 

3.1 Operating Authority. Both Parties shall maintain the requisite operating authorities and all other 

permits, licences, certificates and insurances required by governmental authorities to enable both 

Parties to operate or market the Code Share Flights covered by this Agreement. 

3.2 Regulatory Compliance. Both Parties shall conduct all Code Share Flights in compliance with the 

requirements of the civil aviation authorities of Greece, the United States of America, any 

required third-country approvals, and all other applicable governmental regulations. Where there 

is any conflict or choice of applicable law in relation to any part of the Services, the laws of the 

Operating Carrier's own state shall apply. Both Parties shall operate the Code Share Flights with 

A3-US Code Share Agmt. 4 
its own or leased aircraft and crews in accordance with and subject to its usual business 

practices, without prejudice to the provisions of Section 20.5. 

3.3 Airworthiness. The aircraft shall be supplied by each Operating Party in an airworthy and 

operable condition, duly manned and equipped so as to be fit for the operation as agreed by both 

Parties. The aircraft shall also remain under the technical and operational control of the 

Operating Party at all times and shall be operated in accordance with each Operating Party's 

requirements and procedures. 

The Operating Party may not subcontract any of the Services without the prior written consent of 

the Marketing Party whose consent shall not be unreasonably withheld, conditioned or delayed. 

For avoidance of doubt, the responsibility and liability of the Operating Party under this 

Agreement shall not be reduced or eliminated in any manner by subcontracting. 

The Operating Party has the right to substitute aircraft or delay or cancel a Service due to 

unserviceable aircraft or where otherwise operationally necessary for the proper running of the 

Services and no alternative is available. Substitute aircraft shall conform to paragraph 1 of this 

section. When operationally possible, the Marketing Party shall be informed in advance of 

substitution but in any event as soon as possible after such substitution. 

With 30 days written notice and allowing for minimal disruption of operations, the Marketing 

Carrier may perform an audit of the Safety and Operating Practices/Procedures of the Operating 

Carrier. At the discretion and full expense of the Marketing Carrier, results from an independent 

third-party audit may be used to fulfil this requirement. 

3.4 Security and Crisis Management. Unless otherwise mutually agreed in writing by the Parties, the 

in-flight security regulations and in-flight emergency and accident procedures shall be 

implemented in accordance with the regulations laid down by the regulatory authority or 

authorities of the Operating Party and Appendix A hereto. Each Party shall provide their 

respective flight attendants on the Services with all necessary details of and training relevant to 

each Party in relation to such security and emergency procedures. Both Parties shall ensure 

conformance by their resp.ective employees with the same. Both Parties shall also be entitled to 

participate fully (including having personnel at emergency or incident centers of the other Party) in 

the event of any incident that affects the Services. 

3.5 Disclosure. Each Party shall ensure that passengers will be appropriately informed of which 

carrier is the Operating Party at the time of reservation/ticketing of the Code Share Flights. 

ARTICLE 4 

FLIGHT NUMBER PUBLICATION 

4.1 Flight Number and Code. Aegean and US Airways shall cause the Code Share Flight numbers to 

be published in computer reservations systems (CRS) used by them, flight information display 

systems, the Official Airline Guide, flight schedules, timetables and other similar publications and 

advertisements. To facilitate the schedule filing process, both Parties shall supply to each other 

the necessary schedule details in sufficient time to meet applicable filing deadlines. Each Party 

shall bear its own costs for the publication of the services or connections for the code-share 

services in any paper document or electronic distribution system/device. 

4.2 Disclosure of Operating Party. Both Parties shall ensure that the Operating Party is clearly 

identified in all public communications and advertisements in compliance with any applicable 

regulations. 

A3-US Code Share Agmt. 5 
ARTICLE 5 

SCHEDULE CHANGES 

5.1 Schedule Changes. Each Party shall have the un1lateral right to modify its schedules, and to add 

or discontinue individual flights or routes, in its sale discretion; provided, however, that each Party 

shall give reasonable notice to the other Party of such changes affecting the Code Share Flights 

prior to implementing any such schedule alteration, route addition or discontinuation. The Parties 

also agree to consult with each other on the schedule, type of aircraft, and frequency of the 

service to be offered on the Code Share flights in order to maximise the commercial opportunities 

available to both parties. It is understood by both parties that such consultations do not obligate 

either party to make a change to current schedules, aircraft types or frequencies. 

ARTICLE 6 

COMPUTER RESERVATION CHARGES 

6.1 Booking Fees. The Operating Party shall be responsible for any booking/cancellation fee 

charged by the vendor of a computer reservation system on a Code Shared service of its 

operated flight. If such a fee is billed to the Marketing Party, the Operating Party shall reimburse 

the Marketing Party. 

ARTICLE 7 

PAYMENTS 

7.1 Prorates. Each Party shall invoice the other Party through the lATA Clearing House in 

accordance with its procedures for amounts due pursuant to the Special Prorate Agreement 

made between the Parties in conjunction with this Agreement. 

7.2 Revenue Accounting. Revenue accounting procedures in respect of the Code Share Flights shall 

be as set out in Appendix 0, as. amended from time to time. 

7.3 Direct Billing. Whenever possible, the booking/cancellation fees shall be billed directly by the 

GDS to the Operating Party. 

7.4 Third-Party Ticketing. All coupons issued by third parties shall be invoiced to such third parties 

directly by the Operating Party. The Marketing Party will assist the Operating Party with 

collection of appropriate revenues in the event the Operating Party is unable to collect revenues 

from a third party. 

7.5 Flight Interruption Manifest. Marketing Party passengers transferred to the Operating Party under 

the Flight Interruption Manifest rules (FIM passengers) will be charged by the Operating Party to 

the Marketing Party at the rates as per normal Multilateral Proration Agreement (MPA) rules if not 

otherwise agreed in a separate Special Prorate Agreement between the Parties. 

ARTICLE 8 

TICKETS 

8.1 Endorsement. Tickets issued with either Party's flight numbers for the Code Share Flights shall 

be accepted by the other Party for carriage without the necessity for endorsement. 

8.2 Ticket Issuance. Each Party shall issue tickets for Code Shared Flights subject to the regulations 

set forth in the lATA Multilateral Interline Traffic Agreement (MITA), as may be amended from' 

time to time 

A3-US Code Share Agmt. 6 
8.3 Fares. Fares for air transportation on all Code Shared Flights shall be individually established by 

each Party for passengers booked under its respective designator code, subject to applicable 

bilateral air service agreements and applicable laws and regulations. 

8.4 Non-Revenue/Reduced Travel. Non-revenue or reduced-revenue travel on a Party's flights shall 

only be ticketed using the Operating Party's designator code, and such ticket issuance shall be 

governed by the terms and conditions contained within the applicable non-revenue or reducedrevenue travel agreement between the parties. 

ARTICLE 9 

STATION PROCEDURES AND SEAT RESERVATIONS 

9.1 Station Procedures. Station and ground handling procedures shall be set out in Appendix B 

hereto, as amended from time to time. The Operating Party shall provide all Marketing Party 

passengers on each of the Services with service at least as good as that given to the Operating 

Party's own passengers. For avoidance of doubt, the Operating Party shall operate code-share 

flights, including in-flight services, in accordance with its own service standards. Customer 

relations and complaints handling procedures (including in relation to baggage claims) shall also 

be handled by the Parties in accordance with Appendix A hereto. 

9.2 Seat Reservations. Seat reservations on the Code Share Flights shall be effected and 

administered in accordance with Appendix B hereto, as amended from time to time. Special 

passenger requirements shall be honored to the extent reasonably possible by the Operating 

Party and in any event in accordance with Appendix C hereto. The Parties agree that any 

passenger information supplied by the Marketing Party to the Operating Party belongs to the 

Marketing Party. The Operating Party undertakes to keep all such information confidential and 

not to use it other than for the reasons specifically set out in this Agreement to accommodate 

passengers on the Services. 

ARTICLE 10 

CLAIMS PROCEDURE AND IMMIGRATION 

10.1 Claims Handling. The Operating Party shall apply its procedures for claims handling for all 

passengers on the Code Share Flights. The Operating Party shall bear the costs for handling 

passenger, baggage and cargo claims of all passengers on the Code Share Flights consistent 

with its Conditions of Carriage and Claims Handling Procedures, and final claims handling 

authority will be the sole responsibility of the Operating Party. 

10.2 Immigration and Customs. The Operating Party shall be liable for any and all expenses 

associated with immigration and customs documentation of the Code Share Passengers and 

shall indemnify and hold harmless the Marketing Party for all costs and expenses related thereto, 

unless the Marketing Party provides such services through a ground handling agreement with the 

Operating Party, in which event the terms of that agreement shall apply. 

ARTICLE 11 

IRREGULAR FLIGHTS AND OVERSALES 

11.1 Passenger Related Expenses. In the event of flight delays, cancellations, other flight irregularities 

or oversales as a result of matters within the Operating Party's direct control affecting the Code 

Share Flights, the Operating Party shall bear all costs associated with off-loading and downgrading of passengers, and accommodating passengers delayed and affected by cancellations, 

or passengers otherwise subjected to flight irregularities. Equal treatment shall be extended by 

A3-US Code Share Agmt. 7 
the Operating Party to its own and the Marketing Party's passengers in these and all other 

circumstances. The Parties shall on a regular basis review existing procedures for 

accommodating passengers with respect to flight irregularities and oversales to determine their 

adequacy for the purpose of this Agreement and will make such adjustments to existing 

procedures as they find necessary and appropriate. 

11.2 Alternate Flight Arrangements. In the event of a cancellation, oversale or a diversion of a Code 

Share Flight, the Operating Party or its nominated agent shall, with the assistance of the 

Marketing Party, if available, make necessary arrangements to transport passengers to their 

destinations. Where possible, the Parties shall reroute passengers on each other's flights. 

11.3 Aircraft Substitutions. The Operating Party may substitute from time to time an alternative aircraft 

type and shall in such event advise the Marketing Party accordingly. 

ARTICLE 12 

POLICIES, RULES AND PROCEDURES 

12.1 Applicability. In the event this Agreement is silent with respect to which of Aegean's or US 

Airways' policies, rules and procedures are applicable and in the absence of any applicable 

agreement, law or regulation, the pOlicies, rules and procedures of the Operating Party shall 

apply to the extent consistent with the terms of this Agreement. 

ARTICLE 13 

COMPLIANCE WITH LAWS 

13.1 Terms of the Agreement. The terms and conditions of this Agreement shall always be in 

accordance with all applicable laws (including government rules, regulations and orders) of the 

United States, Greece, or other countries concerned, or interstate conventions and/or 

arrangements. If such is not the case, the Parties shall confer in order to amend the Agreement 

to the extent required or to jointly find any other solution suitable to the continuation of the 

operation. 

13.2 Action of Parties. Nothing in this Agreement shall require either Party to contravene any law or 

regulation. The Parties hereby confirm that all transportation services and advertising or other 

forms of solicitation in respect of the Code Share Flights shall comply in full with applicable laws 

and regulations. 

ARTICLE 14 

JOINT ADVERTISING AND SALES PROGRAMS 

14.1 Code Share References. Both Parties shall include mutually agreed references to the cooperation in all marketing and promotional activities undertaken in support of their Code Share 

Flights after the effective date of this Agreement. 

14.2 Promotional Plans. Both Parties shall develop plans for mutually agreeable advertising and sales 

programmes, where appropriate. 

14.3 Sales and Marketing Expense. Each Party may maintain, and will be individually responsible for 

the expense of its own sales and marketing offices wherever situated. 

ARTICLE 15 

A3-US Code Share Agmt. 8 
COMMUNICATIONS 

15.1 Communications. The Code Share Flights shall be marketed to the public using both the A3 and 

US designator codes and incorporating, where reasonably appropriate and feasible, the various 

Aegean and US Airways trademarks, service marks, logos, and other symbols used by Aegean 

and US Airways. 

ARTICLE 16 

COMMERCIAL NAMES, PRODUCTS AND LOGOS 

16.1 Ownership. The Parties reciprocally recognize the property and title of each other in their 

commercial names, products and logos. Except as otherwise permitted under this Agreement, 

neither Party shall use the commercial names, products and logos or deSignator code of the other 

Party, without the prior written consent of the other Party and then only in the form, style and 

colors specifically permitted. 

16.2 Frequent-Flyer Programs. Each Party shall abide by the rules and procedures as set out in the 

bilateral participation agreements in relation to the respective frequent-flyer programs. 

ARTICLE 17 

GOVERNING LAW 

17.1 Governing Law. This Agreement shall be governed by and construed in accordance with the law, 

including the common law, of the State of New York without reference to principles of choice or 

conflicts of law. The exclusive venue for any lawsuit filed in state court relating to this Agreement 

shall be in the State of New York. The exclusive venue for any lawsuit filed in federal court 

relating to this Agreement shall be in the federal District Court for the State of New York, 

Southern District. With respect to any lawsuit ariSing out of this Agreement, the Carriers agree 

that exclusive jurisdiction shall be with the applicable court as set forth in this paragraph with 

respect to venue. 

ARTICLE 18 

SETTLEMENT OF DISPUTES 

18.1 Arbitration. In the event of a dispute under this Agreement, where such dispute has not been 

settled witt:lin thirty (30) days after notice from either Party to the other of the existence of the 

dispute, the Parties agree that, at the request of either Party, such dispute will be submitted for 

binding arbitration with the following conditions: (a) the proceeding will be held before a single 

arbitrator selected jointly by Parties or, wh~re such agreement cannot be reached, by 

appointment of the Administrator of the American Arbitration Association or his or her designee; 

(b) except as modified by this Article, the International Arbitration Rules of the American 

Arbitration Association will govern the arbitration; (c) the proceeding will be conducted in English; 

(d) the proceeding will be held in Washington, D.C., U.S.A.; (e) the law, including the common 

law, of the United States and the State of New York will govern all aspects of this Agreement, as 

amended, without regard to New York's conflict of laws statutes; (f) the arbitrator will decide the 

assignment of the costs of the arbitration; (g) the proceeding will be closed except to the parties, 

their attorneys, representatives, witnesses and experts, all of whom must agree to maintain the 

confidentiality of the dispute; (h) the existence, proceeding and resolution of the dispute will be 

kept confidential by the parties and will only be disclosed to parties and individuals with a need to 

know of its existence and who will agree to maintain confidentiality; (i) the arbitration will be 

binding upon the parties unless mutually agreed otherwise in writing; and 0) it is the intention of 

the parties that the decision of the arbitrator will be enforceable in any national court of competent 

A3-US Code Share Agmt. 9 
jurisdiction pursuant to the United Nations Convention for the Recognition and Enforcement of 

Foreign Arbitral Awards of 1958 commonly known as the "New York Convention." 

ARTICLE 19 

CONDITIONS OF CARRIAGE 

19.1 Applicable Conditions of Carriage. In relation to the contract between the Marketing Party and its 

passengers that travel on an Operating Party's flight the applicable Conditions of Carriage (Le. 

those of the Marketing Party and/or the Operating Party) shall be determined in accordance with 

the provisions of the Warsaw/Montreal Convention (or any other Convention law or regulation 

which shall for the time being govern the applicability of such Conditions of Carriage). Insofar as 

the applicability of such Conditions of Carriage shall not be governed by the Warsaw/Montreal 

Convention or any other relevant Convention law or regulation, the Conditions of Carriage of the 

Marketing Party shall apply to such contract. 

19.2 Conflict. In the event of a conflict or inconsistency between the Operating Party's Conditions of 

Carriage and the Marketing Party's Conditions of Carriage which cannot be solved through 

mutual understanding of the Parties or which must be solved immediately due to operational 

urgency, then, the Operating Party may conduct its services with respect to all Code Share 

passengers in conformity with its own Conditions of Carriage as the case may be, provided that 

obligations to passengers of both the Operating Party and the Marketing Party shall remain in 

accordance with the industry practice and regulatory requirements. 

19.3 Liability. Notwithstanding the provisions of subsections 19.1 and 19.2, the Marketing Party 

acknowledges that the Operating Party's liability to the Marketing Party under this Agreement is 

limited to that permitted in the Operating Party's own Conditions of Carriage, as amended from 

time to time. 

ARTICLE 20 

LIABILITY AND INDEMNITY 

20.1 Passenger and Baggage. Subject to Article 20.3, the Operating Party shall indemnify and hold 

harmless the Marketing Party and its directors, officers, employees and agents from all liabilities, 

damages and claims including all costs and expenses incidental thereto (collectively "Claims) 

which may occur against, be charged to or recoverable from the Marketing Party and its directors, 

officers, employees or agents by reason of death or injury to any person, loss of or damage to 

property, including without limitation baggage, cargo or mail or delay resulting therefrom suffered 

by third parties, passengers and non-passengers arising out of or in any way connected with the 

Code Share Flights, unless due to the gross negligence and/or willful misconduct of the Marketing 

Party, its directors, officers, employees and agents. 

20.2 Employees and Property. Each Party shall indemnify and hold harmless the other Party and its 

directors, officers, employees and agents from all liabilities, damages, demands and claims 

including all costs and expenses for any injury to or death of employees of the indemnifying Party 

on duty under this Agreement (except when these are ticketed passengers of the other Party), or 

any loss of or damage to property (including aircraft) of the indemnifying Party resulting from, 

arising out of or in any way connected with the Code Share Flights except to the extent due to the 

gross negligence and/or willful misconduct of the other Party or any of its directors, officers, 

employees or agents. 

20.3 Traffic Documents. 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 directors, 

its officers, employees and agents against all liabilities, damages, demands and claims including 

all costs and expenses arising therefrom, provided that such indemnification shall not cover 

A3-US Code Share Agmt. 10 
claims caused by the gross negligence or wilful misconduct of the other Party or any of its 

directors, officers, employees or agents. 

20.4 Notice of Claim. Each Party undertakes to advise the other Party of any claim, action or 

proceeding that is presented to or instituted against it in respect of matters to which the 

indemnities in subsections 21.1 or 21.3 above are applicable and the Parties agree to co-operate 

in the resolution, settlement or defense thereof. 

(a) For the avoidance of doubt, the indemnified Party shall allow the indemnifying Party, if 

the indemnifying Party so requests, to conduct and control the defence of such claims 

and any related settlement negotiations. 

(b) Notwithstanding the above, if so requested by the Code Share Passengers of the 

Marketing Party, the Marketing Party, subject to Operating Party's insurer's agreement, 

shall handle such claims on behalf of the Operating Party in accordance with its own 

procedures and payment of such claims. However, the Marketing Party shall inform and 

consult with the Operating Party about these claims, in accordance with 20.3. Thereupon 

the Operating Party shall indemnify the Marketing Party for such payment. 

20.5 Subcontracts. If the Operating Party subcontracts the operation of a service to a third Party, the 

liability of the Operating Party shall remain unaffected, and the Operating Party will ensure that an 

indemnity clause similar to SUbsection 20.1 and similar insurance requirements with no less 

stringent conditions and complying in all respects with Article 21 are included in the subcontract. 

20:6 Exclusions. Neither Party will be liable for any indirect, special, incidental or consequential 

damages, including lost revenues, lost profits, or lost prospective economic advantage, whether 

or not foreseeable and whether or not based on contract, tort, warranty claims or otherwise in 

connection with this Agreement, and/or the products or services provided hereunder, and each 

carrier hereby releases and waives any claims against the other carrier regarding such damages. 

ARTICLE 21 

INSURANCE 

21.1 Insurance Coverage. During the term of this Agreement, each Party shall procure and maintain 

the following insurance coverage in support of the Code Share Flights operated by such Party 

and cause their insurers to acknowledge the terms and conditions of the indemnities, as required 

by this Agreement: 

(a) Aircraft Hull and Hull War and Allied Perils Insurances for the aircraft provided and shall 

cause its insurers to waive any and all rights of subrogation against the other Party, its 

directors, its officers, employees, and agents to the extent the Operating Party has 

agreed to waive its rights against or indemnify the other Party hereunder. 

(b) Aircraft Third Party, Passenger, Baggage, Cargo and Mail Legal Liability Insurance for a 

combined sin Ie limit bodil injury/property damage) of at least4 •••••••• 

each occurrence. Such legal liability insurance shall 

contain the following provisions: 

(i) include the other Party, its directors, its officers, employees and agents as additional 

insured (the "Additional Insureds") with respect to the Operating Party's indemnification 

obligations hereunder. 

(ii) provide that the insurance shall operate in all respects as if a separate policy had 

been issued covering each Party insured hereunder. Notwithstanding the foregoing. the 

A3-US Code Share Agmt. 11 
total liability of insurers in respect of any and all insureds shall not exceed the limits of 

liability stated in the policy. 

(iii) provide that this insurance shall be primary and without right of contribution from any 

other insurance carried by the Additional Insureds. 

(iv) provide that the cover afforded to each Additional Insureds by the policy shall not be 

invalidated by any act or omission (including misrepresentation and non-disclosure) of 

any other insured or Party which results in a 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. 

(v) provide that, except in respect of any provision for cancellation or automatic 

termination specified in the policy or any endorsement thereof, the cover provided may 

only be cancelled or materially altered in a manner adverse to the Additional Insureds by 

the giving of not less than thirty (30) days notice in writing, except in the event of 

cancellation due to non-payment of premium where such notice shall be ten (10) days, 

and except that with respect to war and allied perils coverage, such period of notice shall 

be seven (7) days or such lesser period as may be customarily available. 

(c) Third-Party Liability War Risk insurance as per AVN52E or equivalent and FAA Chapter 

443 War Risk Insurance for U.S. carriers, and excess insurance cover and/or government 

assisted protection for an amount not less than _ • I 

for anyone occurrence. 

21.2 Documentary Evidence. Certificates of Insurance evidencing compliance with this Article shall be 

made available by each Party to the other prior to the first flight hereunder and prior to each and 

every renewal of such insurance. 

ARTICLE 22 

FAMILY ASSISTANCE 

22.1 Family Assistance. The carriers and their insurers shall endeavor to cooperate in post-accident 

handling to mutually ensure that the families of the accident victims are treated with the dignity, 

respect and financial assistance to which they are entitled. All Parties will act in the spirit of good 

faith and reasonableness. Cooperation among all Parties shall not be unreasonably withheld. 

The Operating Party shall be responsible for perfonning, and incurring all associated costs with 

respect to, all emergency response activities at the accident scene and all family assistance 

activities as required by law. The Marketing Party agrees that. at its cost and expense, it will 

provide information and shall assist the Operating Party with respect to its ticketed passengers. 

A3-US Code Share Agmt. 12 
ARTICLE 22 

TAXES 

23.1 Tax Responsibility. Each Party shall be responsible for any net or gross income or franchise 

Taxes on the revenues or income or any measure thereof which is attributable to it in connection 

with the sale of air transportation pursuant to this Agreement. Each Party shall be responsible for 

and pay such Taxes on the portion of such revenues or income attributable to it in relation to any 

interline service charge. 

23.2 Ticket Taxes. With respect to the sale of air transportation, the ticketing carrier shall collect and 

remit to the appropriate taxing authority or to the paying Party all Ticket Taxes required to be 

collected and remitted by such Party. 

23.3 Government Taxes. Each Party shall pay any Taxes imposed upon it by any governmental or 

regulatory authority not required to be paid by the other Party hereto in accordance with the terms 

hereof. 

24.1 

24.2 

24.3 

24.4 

24.5 

ARTICLE 24 

TERM AND TERMINATION 

Effective Date of Agreement. Subject to any required government approvals, this Agreement 

shall become effective May 09, 2011 and shall apply to all reservations made on or after May 09 

2011, in respect of flights operating on or after March 27, 2011. 

Term of Agreement. The Agreement shall remain in full force tOi I • and thereafter 

shall be automatically extended unless terminated by either 

Party, without cause, upon written notice given at least prior to the date of 

termination. 

Default. Any default of ~t (except as to events described in subsection 25.4) which 

is not remedied within ___ of receipt of written notice of such default shall give the 

non-defaulting Party the right to terminate this Agreement with immediate effect. 

Star Alliance Membership: Aegean may terminate this Agreement with at leas~ 

notice if US withdraws or is expelled from the Star Alliance. US may terminate~ 

with at least notice if Aegean ceases plans to join Star Alliance or, following 

completion of its membership, withdraws or is expelled from the Star Alliance. 

Liability of Non-Defaulting Party. In the event of termination under this Article, the terminating 

Party shall not be liable for any expenses, costs or damages of any kind incurred by the other 

Party as a consequence of such termination or any compensation by reason thereof as long as 

the notice of termination is legally given in accordance herewith. 

ARTICLE 25 

POST TERMINATION RIGHTS 

25.1 Survival of Obligations. Termination of this Agreement by either Party shall not absolve either 

Party from the obligations accrued prior to that termination. Obligations that are of a continuing 

nature shall survive the termination of this Agreement. Upon the expiration or termination of this 

Agreement, including a notice of termination, whichever occurs earlier, the Parties agree to honor 

tickets issued by either Party prior to the expiration, termination or notice of termination, for 

transportation on a Code Share Flight. 

A3-US Code Share Agmt. 13 
ARTICLE 26 

CONFIDENTIALITY 

26.1 Confidential Information. Save as required to make the requisite filings with the respective 

government authorities, the Parties shall maintain the confidential nature of this Agreement, and 

shall not disclose its contents to any third party except in any proceeding to enforce any provision 

of this Agreement or when otherwise required by law or government order, unless prior written 

consent of the other Party has been given. The foregoing confidentiality obligations shall also 

apply to all proprietary information or data received from and designated as such by the 

disclosing Party. 

ARTICLE 27 

DATA PROTECTION 

27.1 Data Protection. Each Party acknowledges and agrees that any processing of personal data by 

either Party or its Affiliates pursuant to or in connection with this Agreement is subject to the 

principles outlined in this Article. Data must be: 

(a) fairly and lawfully processed; 

(b) processed for limited purposes; 

(c) adequate, relevant and not excessive; 

(d) accurate; 

( e ) kept no longer than necessary; 

(f) processed in line with passengers rights; 

(g) secure; and 

(h) not transferred to third countries without adequate protection. 

27.2 Data Management. Subject at all times to subsection 28.1, any transfer of personal data relating 

to passengers from one Party or any of its Affiliates to the other Party or any of its Affiliates is 

subject to the agreement of the Parties and in any event shall be made only if the transfer is 

necessary to perform a contract with the relevant passenger or to perform any other contractual 

obligation which is in the interests of the relevant passenger, has been consented to by the 

relevant passenger or is otherwise permitted under applicable laws. 

Any personal data so transferred may be processed by the receiving Party or its Affiliates only for 

the purpose(s) for which it is transferred, and may not in any event be used for direct marketing or 

market research purposes by the receiving Party or its Affiliates without the consent of both the 

transferring Party and the relevant passenger. 

To the extent that one Party or its Affiliates processes personal data on behalf of the other Party 

or its Affiliates pursuant to or in connection with this Agreement, the Party or Affiliate processing 

the data shall do so in accordance with the instructions of the other Party, and with any terms that 

may be agreed upon by the Parties. 

For the purpose of this Article, "personal data" shall mean data that relates to a living individual 

who can be identified from the data or from the data and other information in the possession of 

(or likely to come into the possession of) the data controller and includes any expression of 

A3-US Code Share Agmt. 14 
opinion about the individual and any indication of the intentions of the data controller or any other 

person in respect of the individual. 

For the purpose of this Article, "process" and derivatives thereof shall mean in relation to 

information or data, obtaining, recording or holding the information or data or carrying out any 

operation or set of operations on the information or data including: organization, adaptation or 

alteration of the information or data; retrieval, consultation or use of the information or data; 

disclosure of the information or data; disclosure of the information or data by transmission, 

dissemination or otherwise making available; or alignment, combination, blocking, erasure or 

destruction of the information or data. 

Notwithstanding any of the above language, in the event of a dispute between such language and 

United States law or regulation, United States law or regulation will control the actions of US 

Airways at all times. US Airways shall not be in violation of any terms of this Agreement as a 

result of compliance with United States law or regulation. 

ARTICLE 28 

EXCLUSIVITY 

28.1 Third-Party Arrangements. This is a non-exclusive Agreement and does not prevent either Party 

from entering into or maintaining existing marketing arrangements or Code Share arrangements 

with any other third party. 

ARTICLE 29 

REPRESENTATIONS AND WARRANTIES 

29.1 Representations And Warranties. Each Party represents and warrants to the other Party as 

follows: 

(a) Organizations and Warranties of the Parties. It is duly incorporated and a validly existing 

corporation in good standing and has the requisite powers and authorities to own, 

operate and lease the properties and assets it now owns, operates and leases and to 

conduct its business as it is now being conducted. 

(b) Authority Relative to this Agreement. It has the corporate powers and authorities to enter 

into, execute and deliver this Agreement and to consummate the transactions 

contemplated hereby in accordance with the terms hereof. The execution and delivery of 

this Agreement and the consummation of the transactions contemplated hereby has been 

duly authorized by all necessary corporate action on its own behalf. This Agreement has 

been duly and validly executed and delivered and is, assuming due execution and 

delivery by the other Party thereof and that the other Party has full legal power and right 

to enter into such agreements or instruments, a valid and binding obligations of it, 

enforceable against the other Party in accordance with its terms, except that 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 general principles of equity, regardless of whether in a proceeding at law or 

in equity. 

(c) No Violations. Neither the execution and delivery of this Agreement by it, nor the 

consummation by it of the transaction contemplated hereby: 

A3--US Code Share Agmt. 15 
(1) conflicts with or results in a breach of, or constitutes a default (or gives rise to 

any right to termination, cancellation or acceleration) under any of the terms, 

conditions or provisions of: 

(i) the Certificate of Incorporation or By-Laws of it; 

(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 it is party; or 

(iii) any judgement, order, writ, injunction or decree of any domestic or 

foreign court or governmental agency, other than, in the case of (i) and 

(ii) above, those conflicts, breaches or default which, in the aggregate, 

would not reasonably be expected to have a material adverse effect on 

the operations contemplated by this Agreement ("Adverse Effect"), or 

(2) violates or conflicts with any federal, state, local, or foreign law, rule, or regulation 

to which it is subject, other than those violations or conflicts which, in the 

aggregate, would not reasonably be expected to have an Adverse Effect. 

(d) Approvals and Consents. To its best knowledge, no notice to, filing or registration with, 

or permit, authorization, consent or approval of any governmental agency or third party is 

necessary or required to be made or obtained by it in connection with the execution and 

delivery of this Agreement other than specified in subsections 3.1 and 3.2 above. 

29.2 Survival of Representations and Warranties. Each representation and warranty made by each 

Party to this Agreement shall survive the execution of this Agreement for a period of two (2) years 

during which time indemnification may be sought for a breach of such representation or warranty. 

Each covenant and agreement made by each Party shall survive the execution of this Agreement. 

ARTICLE 30 

FORCE MAJEURE 

30.1 Event of Force Majeure. Neither Party shall be responsible for failure to perform any of its 

obligations under this Agreement, other than its obligations under Article 7 hereof, when such 

failure is due to any strike, lockout, labor dispute, war or civil commotion, threatened or actual 

terrorism, war, riot, internal disturbance, blockade, insurrection, accident to the aircraft, natural 

calamity (including without limitation excessive or unusual weather conditions), disruption of 

communication, law, decree, judgement, activation of the u.s. Civil Reserve Air Fleet or other 

government action, epidemics or quarantine restrictions, or any other cause beyond the control of 

the non-performing Party that renders its performance hereunder impossible. In such case, (i) 

neither Party shall be held to pay any damages or cost of whatever kind except for any accrued 

right and liability, and (ii) the Parties shall discuss and agree on the action to be taken. 

31.2 Right of Termination. In the event that the condition that has given rise to the failure of 

performance cannot be removed by the non-performing Party within a reasonable time, then the 

other Party, after consultations, shall have the right to terminate this Agreement without further 

obligation or liability to the non-performing Party, subject to a notice in writing to that effect given 

sixty (60) days prior to termination. 

A3-US Code Share Agmt. 16 
ARTICLE 31 

INDEPENDENT CONTRACTORS 

31.1 Nature of Relationship. The Parties hereby confirm that they are independent contractors and 

nothing herein is intended or shall be construed to create or establish a partnership or joint 

venture. Accordingly, subject to Article 20, each Party shall assume its own liabilities and 

responsibilities and shall indemnify and hold harmless the other Party regarding any claims, 

demands or any other actions related to taxes, labor relations, sub-contractors and agents. The 

parties expressly acknowledge that they do not enjoy anti-trust immunity with each other and 

must follow all applicable competition laws. 

ARTICLE 32 

WAIVER 

32.1 Written Waiver. At any time, to the extent permitted by law, any term or provision of this 

Agreement may be waived in writing by the Party which is entitled to the benefits thereof. 

32.2 Future Performance. The waiver of any term or condition of this Agreement shall not constitute a 

waiver of any subsequent default or preclude such Party from thereafter demanding performance 

thereof according to the terms hereof. 

ARTICLE 33 

NOTICES 

33.1 Notices. All notices, demands, consents, approvals and any other communication required or 

permitted under this Agreement shall be in writing and shall be delivered to the respective head 

offices of the Parties at: 

In the case of: 

In the case of: 

A3-US Code Share Agmt. 

AEGEAN AIRLINES S.A. 

31, Viltanioti str., 

145 64 Kifissia 

Greece 

Attention: 

Telephone: 

Facsimile: 

E-Mail: 

Attention: 

Telephone: 

Facsimile: 

E-Mail: 

US Airways, Inc. 

111 W. Rio Salado Parkway 

Tempe, AZ 85281 

U.S.A. 

Attention: 

Telephone: 

Facsimile: 

17 
With a copy via facsimile to: US Airways, Inc. 

111 W.Rio Salado Parkway 

Tempe, AZ 85281 

U.S.A. 

Attention: 

Facsimile: 

Any change to the above addresses or numbers shall be immediately notified to the other Party in 

accordance with the notification provisions contained herein. 

33.2 Effective Delivery. If not hand delivered, such notices shall be delivered by prepaid registered 

mail, overnight/express courier or facsimile. A notice sent by mail shall be deemed to be 

delivered fifteen (15) business days after the date of mailing. A notice sent by overnight/express 

courier shall be deemed to be delivered upon its actual date of delivery. A notice sent by 

facsimile shall be deemed to be delivered on the business day following transmittal. 

ARTICLE 34 

SUCCESSORS AND ASSIGNEES 

34.1 Successors and Assignees. This Agreement shall be binding upon and inure to the benefit of the 

Parties hereto and their respective successors and permitted assigns (which shall include any 

successor by merger, amalgamation, consolidation, or purchase of substantially all the assets of 

either Party); provided, however, that, except as provided in Article 20.5, neither this Agreement 

nor any of the rights, interests or obligations hereunder may be assigned by any Party hereto 

(except to such a successor) without the prior written consent of the other Party. Any assignment 

or transfer, by operation of law or otherwise, without such written consent shall be null and void 

and of no force or effect. 

ARTICLE 35 

NO THIRD-PARTY BENEFICIARY 

35.1 Beneficiaries. Nothing in this Agreement is intended, or shall be construed, to confer upon or give 

any person other than the Parties hereto and their respective successors and pennitted assigns, 

any rights, privileges, benefits or remedies under or by reason of this Agreement. The Contracts 

(Rights of Third Parties) Act 1999 shall not apply to this Agreement or to any of its provisions. 

ARTICLE 36 

CONSTRUCTION 

36.1 Construction of Agreement. This Agreement shall not be construed against the Party preparing it, 

but shall be construed as if both Parties jOintly prepared it and any uncertainty or ambiguity shall 

not be interpreted against either Party. 

ARTICLE 37 

SEVERABILITY 

37.1 Severability. Each provision of this Agreement shall be valid and enforced to the fullest extent 

permitted by law. The invalidity or unenforceability of any provision of this Agreement shall not 

affect the validity or enforceability of any other provision. 

A3-US Code Share Agmt. 18 
ARTICLE 38 

ENTIRE AGREEMENT 

38.1 Entire Agreement. This Agreement including the Appendices set forth the entire agreement and 

understanding between the Parties as to the subject matter hereof, and supersedes al/ prior 

discussions, agreements and understanaings concerning the code share arrangements between 

the Parties. 

38.2 Amendments. Unless otherwise stated in this Agreement, this Agreement may not be amended 

except by an agreement in writing duly executed by authorized representatives of both Parties. 

ARTICLE 39 

SAFETY AND SECURITY 

39.1 Security Programs. In the operation of its services, the Operating Party may utilize its own security 

programs, or those imposed by government authorities. In undertaking these programs, the 

Operating Party may interview passengers, x-ray baggage, and perform such other functions as it 

may choose in its sole discretion. Aegean and US Airways agree to co-operate in all matters 

pertaining to security procedures, requirements and obligations in respect of all points to or from which 

these services operate subject to the requirement to obtain any appropriate government approval. 

39.2 Safety Audits. In the spirit of exchanging, reviewing and sharing industry best practices regarding 

Safety. both carriers agree to coordinate, schedule, conduct and review regular assessments of 

each other's organization, systems, procedures and documentation in the form of audits and 

inspections. These assessments will be communicated with at least forty-five (45) days prior 

notice to intended execution, and will require collaboration from both carrier's organizations to 

conduct, review results and implement corrective actions where required. If any deviations noted 

and agreed to in these assessments is deemed to be in breach of any of the operators internal or 

industry standards, either carrier will reserve the right to temporarily suspend code sharing 

operations until such deviations are properly corrected and validated by the auditing party. 

Assessments carried out by agreed to, and duly recognized, third parties, may substitute the 

bilateral assessments outlined above. 

39.3 Reporting of ICAO Incidents. Each Carrier will notify the Safety Department at the other Carrier 

of all accidents or serious incidents as described in ICAO Annex 13, Attachment C. Notification 

will be made not more than 10 days after any such occurrence. The notification will contain 

information listed in Annex 13, Chapter 4, Section 4.2. 

ARTICLE 40 

COUNTERPARTS 

40.1 Counterparts. This Agreement may be executed simultaneously in counterparts, each of which shall 

be deemed to be an original, but all of which together shall constitute one and the same instrument. 

ARTICLE 41 

ENFORCEMENT 

41.1 Enforcement. Aegean may enforce against either US Airways or any Affiliate. as described in 

Appendix A, any right it may have under this Agreement, and either US Airways or any Affiliate may 

enforce against Aegean any right US Aif'Nays or any Affiliate may have under this Agreement, except 

that: 

(a) With regard to subsection 8.2 of the Agreement. it is acknowledged that no Affiliate issue 

tickets; 

A3-US Code Share Agmt. 19 
(b) With regard to sUbsections 7.1 and 8.3 of the Agreement the counter party to Aegean will 

be US Airways rather than any Affiliate; 

(c) For the purposes of subsections 4.1, 5.1, and 6.1 of the Agreement, for flights operated 

by any Affiliate, US Airways will be deemed the Operating Party. 

(d) With regard to insurance required to be obtained or maintained by US Airways and any 

Affiliate, pursuant to Article 22, US Airways shall be solely liable for the compliance with 

the terms and conditions of such Article 22. 

[Signature Page Follows] 

A3·US Code Share Agmt. 20 
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed by their 

duly authorized representatives as of the date first indicated above. 

Signe~~'orrbefyalf of 

AEGE~UNE5S.A . 

. 0 

Micha' 

CFO 

May 09,2011 

Kifissia, Greece 

A3-US Code Share Agmt. 

Andrew Nocel a 

Senior VP - Marketing and Planning 

May 09,2011 

Tempe, Arizona, U.S.A 

Signed for and on behalf of 

PIEDMONT AIRLINES, INC. 

Steve Farrow 

President 

[DATE] 

Salisbury, Maryland, U.S.A. 

Signed for and on behalf of 

PSA AIRLINES, INC. 

Keith D. Houk 

President 

[DATE] 

Vandalia, Ohio, U.S.A. 

21 
IN WITNESS WHEREOF. the Parties hereto have caused this Agreement to be executed by their 

duly authorized representatives as of the date first Indicated above. 

Signed for and on behalf of 

AEGEAN A!~LJNES ~.A • 

May 09, 2011 

Klfissia. Greece 

. ...... ~> 

A3-US Code Share Agmt. 

Signed for and on behalf of 

USMRW X 

ndr w Nocella 

Senior VP - Marketing and Planning 

May 09. 2011 

Tempe. Arizona, U.&.A 

Signed for and on behalf of 

PIEDMONT AIRLINES, INC. 

Steve Farrow 

President 

[DATE] ~tW~"'lo \( Salisbury, Marylan'tt, U.S.A. 

Signed for and on behalf of 

PSA AlRLI~ES, INC. 

Keith D. Houk 

President 

[DATE] 

Vandalia, Ohio, U.S.A. 

21 
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed by their 

duly authorized representatives as of the date first indicated above. 

Signed for and on behalf of 

AEGEAN AIRLINES S.A. .... ~ . 

May 09,2011 

Kifissia, Greece 

( 

A3-US Code Share Agmt. 

Signed for and on behalf of 

USAlRW X 

Andr w Nocella 

Senior VP - Marketing and Planning 

May 09,2011 

Tempe, Arizona, U.S.A 

Signed for and on behalf of 

PIEDMONT AIRLINES, INC. 

Steve Farrow 

President 

[DATE] 

Salisbury, Maryland, U.S.A. 

Signed for and on behalf of 

PSA A1Rll~ ~:I~ 

Kei D. Houk 

Pre Ident 

[0 E] 

Vandalia, Ohio, U.S.A. 

21 
APPENDIX A 

FREQUENCY, SCHEDULE PLANNING AND SEAT ALLOTMENT 

to the Code Share Agreement effective as of May 09,2011, between Aegean (A3) and US Airways (US): 

1. Automated Freesale Arrangement 

1.1 Subject to all necessary regulatory approvals, Aegean and US Airways shall display their 

respective codes on Code Share Flights in respect of the following routes: 

1.1.1 Routes within North America and between North America and Europe where US Airways will be 

the Operating Party and Aegean will be the Marketing Party: 

CL T to/from COG, MAD, FRA, FCO 

PHL to/from ATH, FCO; LHR, MUC, BRU 

1.1.2 Routes within Greece, and between Greece and points in Europe where Aegean will be the 

Operating Party and US Airways will be the Marketing Party: 

ATH/SKG to/from FCO, LHR, MUC, 

ATH to/from CHa, JMK, JTR, KGS, LCA, RHO, SKG 

LCA to/from LHR 

1.2 The Parties may, by mutual consent and without the requirement to formally amend the Code 

Share Agreement, add, discontinue or substitute one or more city pairs on which they are or will 

operate Code Share Flights in accordance with the terms of this Agreement. 

2. Code Share Schedule Operations 

2. 1 The Parties shall: 

(a) establish a dedicated flight number range for use by Aegean and US Airways for use on 

the Code Share Flights; and 

(b) establish an automated transfer of flight schedule information between both Parties to 

allow efficient loading by both Code Share Flights prior to filing with OAG. Development 

to be done prior to or at the time of freesale automation; and 

(c) establish a communication procedure to advise the other Party of passenger re~ 

accommodation plans in the event of schedule changes involving a Code Share Flight. 

A3-US Code Share Agmt. 22 
3. Schedules and Equipment Changes 

3.1 The Operating Party shall inform the Marketing Party by SSIM exchange, telex or e-mail of any 

planned schedule changes or major aircraft substitutions it may be required to make from time to 

time, as soon as reasonably possible to the following services: 

US to A3: 

A3 to US: 

4. Affiliated Carriers \ 

4.1 The following affiliated carriers of Aegean and US Airways shall be included in this Agreement for 

the purposes of the Code Share Flights, subject to proper commercial agreements and 

government approvals: 

Aegean Affiliates 

[INSERT ANY AFFILIATES HERE] 

5. Appendix Administration 

US Airways Affiliates 

Air Wisconsin Airways, Inc. 

Chautauqua Airlines, Inc, 

Colgan Air, Inc. 

Mesa Airlines 

Mesaba Airlines 

Republic Airlines, Inc. 

Trans States Airlines, Inc. 

5.1 The departments responsible for the administration of this Appendix are: 

A3 : Network Planning, Scheduling & Allianaces 

US: Alliances 

Scheduling Department 

A3-US Code Share Agmt. 23 
APPENDIX B 

STATION PROCEDURES 

to the Code Share Agreement effective as of February 15, 2011, between Aegean (A3) and US Airways 

(US): 

1. Ground Handling 

1.1 The Operating Party shall be responsible for providing ground handling facilities and shall be 

charged for all costs attributable to handling as set out in the respective ground handling 

agreements between the Parties and their agent(s), or between the Parties (where the Marketing 

Party is providing ground handling services to the Operating Party). 

1.2 The Operating Party's general regulations and special handling charges shall be applied to the 

Code Share Flights including but not limited to cabin baggage, sporting equipment, 

unaccompanied minors, passengers with reduced mobility, medical cases, animals in cabin and 

cargo compartments, deportees, etc. unless otherwise agreed. 

2. Check-In Procedures 

2.1 Aegean shall check·in US Airways passengers using either the operational A3 flight number or 

the US participating flight number. Only the Operating Party's flight number will appear on 

boarding cards and baggage tags for all non-stop and multi-sector Code Share Flights (including 

through check-in). 

2.2 US Airways shall check-in Aegean passengers using either the operational US flight number or 

the A3 partiCipating flight number. Only the Operating Party's flight number will appear on 

boarding cards and baggage tags for all non-stop and multi-sector Code Share Flights (including 

through check-in). 

2.3 For each class, the acceptance sequence for "revenue passengers" shall be: 

(a) Confirmed (OK) passengers; 

(b) Confirmed passengers on standby; 

(c) No Recorded (NOREC) passengers; 

(d) Waitlisted (WL) passengers; 

(e) Go·Show (GOSHOW) passengers. 

2.4 Both Parties agree to maintain Inter Airline Through Check-In (IATCI) procedures and protocol to 

facilitate the efficient handling of Code Share Passengers connecting between Code Share 

Flights. Consequently, both Parties agree to set IATCI performance levels to the following 

standards to maintain and improve the efficiency and effectiveness of the Code Share operations: 

Minimum effectiveness: 

Target effectiveness: 

A3-US Code Share Agmt. 

80% 

90% 

24 
3. Baggage Handling 

8aggage allowances are to be discussed, clarified and defined on a multilateral level for a longterm solution. Unless otherwise agreed, the following shall apply to baggage handling. 

3.1 Baggage Allowances 

The Operating Party's acceptance rules apply for all baggage. All baggage should be through 

checked-in to the final destination according to lATA recommended practice. 

3.1.1 Checked Baggage 

Aegean: 

The table below shows the applicable standard free baggage allowance, based on the 

fare paid by the passenger. 

Class of Service Weight concept I Total maximum weight 

Business Class 30kgs for Domestic and International flights 

Economy Class 20kgs for Domestic and International flights 

Infants 10kgs + foldable buggy 

Class of Service Piece concept I Total maximum weight 

Number of Pieces Maximum Maximum weight 

dimensions of of each ~iece 

each ~iece 

Business Class 2 158 cm (62 inches) 32 kg (70 pounds) 

Economy Class 2 158 cm (62 inches) 23 kg (50 pounds) 

Infants 1 + one checked fold up stroller 115 cm (45 inches) 32 kg (70 pounds) 

Notes: 

• Maximum dimensions is the sum of the 3 dimensions of each piece 

• Piece concept applies on flights with destination to lATA Zone 1 countries (i.e. North 

America) 

• Single piece of baggage exceeding 32kgr will not be accepted. 

US Airways: 

US Airways applies the piece concept on all its routes. and assesses fees for the first and second 

piece of checked baggage. On domestic routes the maximum weight allowance without additional 

fee assessment is 50 Ibs (23 kg); domestic routes include the continental United States. Canada, 

San Juan. St. Thomas and St. Croix. On international routes, the maximum free weight allowance 

is 50 Ibs (23 kg). No single piece of checked baggage may exceed 100 Ibs (45 kg). Customers 

traveling to Santo Domingo (SOQ) should contact US Airways Reservations for checked baggage 

embargo information. 

A3-US Code Share Agmt. 25 
3.1.2 Cabin Baggage 

Aegean: 

Business Class 

Number of pieces: 2 

Max total weight: 13kgs 

Max Weight & Size: 1 st cabin bag: Bkgs - 55x40x23cm 

2nd cabin bag or briefcase: 5kgs - 55x40x23cm or 1 garment bag 20cm deep when 

folded 

Economy Class 

Number of pieces: 1 

Max weight: Bkgs 

Max Size: 55x40x23cm 

US Airways: 

US Airways allows 1 piece of carry-on baggage for all classes plus one personal item. A personal 

item is defined as a handbag/purse, briefcase, personal computer, backpack, or other small bag 

or item not exceeding total dimensions of 36 in (91 cm). All items carried on board must fit in the 

overhead bin or under the seat. 

4. Staff Travel 

4.1 Unless otherwise provided by the relevant agreement on employee discount travel between the 

Parties, neither the Marketing Party, nor the Operating Party, nor any third party, shall be entitled 

to ticket travel industry non-revenue or discounted travel (e.g. agency discounts, industry discount 

etc.) on the Code Share Flights. The Operating Party shall not be required to honor any 

Marketing Party flight coupons for such industry non-revenue or discounted travel. Any tickets 

honored by the Operating Party shall be settled at face value and in accordance with Appendix 0 

hereto, as amended from time to time. 

5. Counter and Gate Signage 

5.1 Aegean and US Airways shall provide counter and gate signage reflecting the joint operations, 

where permissible and feasible, and shall endeavour to display the deSignator and flight numbers 

of both airlines on public information boards etc., where permissible and feasible, with an 

allocation of costs for such facilitation as may be mutually agreed from time to time. 

6. Irregularity Handling 

6.1 Flight Irregularities 

To the extent pOSSible, in the event of major flight delays or major cancellations, the Operating 

Party shall provide prom pt advice to the following services: 

US to A3: Inventory Department • 

A3-US Code Share Agmt. 26 
A3 to US: [INSERT] 

6.1.1 The Operating Party shall absorb the costs for overnight expenses, meals, etc., in connection 

with flight irregularities of the Code Share Flights in accordance with its applicable policies and 

procedures except as otherwise set out in clause 6.1.1 and 6.1.2 of this Appendix B. Any 

expenses incurred as a result of irregularities caused by Air Traffic Control (ATC), weather or 

other causes deemed to be outside the direct control of the Operating Party, shall be handled in 

accordance with the Operating Party's applicable policies and procedures. 

6.1.2 In the event of flight cancellations with prior notice of 48 hours or more before scheduled time of 

departure, each Party or its nominated agent shall assume the responsibility for notifying its own 

passengers and making necessary arrangements for alternative transportation. The costs and 

expenses incurred for such alternative transportation shall be absorbed by each Party, in 

accordance with its applicable policies and procedures. 

6.1.3 In the event of flight cancellations with prior notice of less than 48 hours before scheduled time of 

departure, the Operating Party or its nominated agent shall, with the assistance of the Marketing 

Party, if available make necessary arrangements to transport passengers to their destinations. 

Any costs and expenses incurred for such alternative transportation shall be borne by the 

Operating Party. in accordance with its applicable policies and procedures. 

6.2 Emergency Procedures 

6.2.1 80th Parties as Star Alliance member carriers shall comply with emergency response plans and 

procedures for mutual assistance as agreed in the Star Alliance Emergency Response Policies 

and Procedures Manual. 

As a consequence, both Parties agree: 

-- to immediately inform each other in case of an emergency; and 

-- to jOintly develop and introduce emergency procedures; and 

- to release jOint information to the press in such case of emergency. 

A3-US Code Share Agmt. 27 
6.2.2 In the event of a major incident or accident, the Operating Party shall advise the following 

departments and this information should be restricted to its services: 

US to A3: A3 Operations Control 

(NOT FOR PUBLIC DISCLOSURE) 

A3 to US: US Airways Duty Officer 

(NOT FOR PUBLIC DISCLOSURE) 

6.2.3 Should a major incident or accident occur, the Marketing Party must be immediately contacted at 

the services in 6.2.2 above. In such cases, the emergency procedures of the Operating Party 

shall apply. 

6.2.4 The Marketing Party shall not issue any information to the media on the status of the emergency, 

unless jointly released with the Operating Party or otherwise agreed by both Parties. 

6.2.5 Whenever necessary, the Operating Party will co-ordinate with the Marketing Party all rescue 

efforts. 

6.3 Denied Boarding 

In recognition of the fact that Code Share Passengers are making international connections with 

the respective other Party, each Party will make reasonable efforts to deny boarding to those 

Code Share Passengers as a last resort, but no less than on equal terms with its own 

passengers, following the Operating Party's cut-off times. The Operating Party shall apply its 

own denied boarding compensation policy for all passengers of the Code Share Flights, 

notwithstanding its obligations under EU Regulation No 261/2004. Both Parties agree to take 

account of the applicable minimum check-in times and minimum connection times for connecting 

flights to ensure the efficient handling of Code Share Passengers and baggage. 

6.4 Delays/Cancellations 

The Operating Party shall absorb the costs for overnight expenses, meals, etc., in connection 

with delays/cancellations of the Code Share Flight in accordance with its applicable policies and 

procedures. Any expenses incurred as a result of irregularities caused by Air Traffic Control 

(ATC), weather or other causes deemed to be outside the direct control of the Operating Party, 

shall be handled in accordance with the Operating Party's applicable policies and procedures. 

6.5 Involuntary Rerouting 

Procedures in accordance with lATA Resolution 735d. Code Share Passengers shall be rebooked primarily onto alternative Aegean or US Airways services. 

6.6 Lost Ticket Indemnity (L TI) 

In the event that a Code Share Passenger may have lost, damaged or had stolen their travel 

document which has been issued by the Marketing Party and where the Marketing Party is 

unable to provide assistance to the passenger for any reason, the Operating agrees to provide 

A3~US Code Share Agmt. 28 
assistance in accordance with the terms of the Lost Ticket Indemnity (L TI) agreement between 

the Parties, as amended from time to time. 

6.7 Prepaid Ticket Advice (PTA) Handling 

At airports where the Marketing Party is not represented by way of ticketing services, the 

following arrangements will apply: 

6.7.1 When requested, the Operating Party shall accept PT As issued by the Marketing Party for 

reservations and travel made on the Operating Party's Code Share flights. 

6.7.2 The Marketing Party shall send by mail tickets to the Code Share passengers in accordance with 

its applicable procedures. However, in the event of the Marketing Party being unable to send by 

mail tickets within its usual time limit, it shall send a PTA request to the Operating Party who shall 

be responsible for issuing tickets to the Code Share passengers on departure bearing the 

Marketing Party's (marketing) flight number. 

6.7.3 The Operating Party (where applicable) shall undertake any ticket reissues as required and take 

additional collections if Code Share passengers make any changes to their itinerary. 

6.7.4 PTA requests should be sent to the following departments: 

US to A3: [INSERT] 

A3 to US: Reservations 

7. Missed Connections 

7.1 The Operating Party shall cover the reasonable costs of providing passenger amenities to Code 

Share Passengers who fail to make their connections to the services of the Marketing Party as a 

result of matters within the Operating Party's control (Le. flight cancellation, short term equipment 

changes or yield management errors). These passenger amenities shall include items such as 

hotel accommodation, meals and denied board compensation in accordance with the Operating 

Party's applicable polices and procedures. The Parties agree to work closely together to 

minimise any costs to either of them in such circumstances .. lATA Resolution 735d shall apply in 

all other circumstances. 

8. Baggage Handling and Irregularities 

8.1 The Operating Party shall absorb costs for delivery, replacement and temporary settlement and 

handle such irregularities according to the Operating Party's procedures, unless the Marketing 

Party provides such services through a ground handling agreement to the Operating Party, in 

which event the terms of that agreement shall apply, notwithstanding Articles 4 and 5 of lATA 

Resolution 780e. 

8.2 Baggage handling and settlement of baggage handling claims shall be in accordance with 

existing tariffs and the Trade Practice Manual of the Air Transport Association or the lATA 

Resolution and Recommended Practices Manual, whichever applies, in the current version. 

8.3 Both Parties agree to jointly set baggage performance standards and review performance on a 

regular basis at stations operating Code Share services to ensure the most efficient and cost 

effective handling and delivery of transfer baggage. 

A3-US Code Share Agmt. 29 
9. Document Control 

9.1 Document control to be performed to final destination. The Operating Party shall absorb any 

fines, unless the Marketing Party provides such services through a ground handling agreement to 

the Operating Party in which event the terms of that agreement shall apply. 

10. Frequent Flyer Program 

10.1 Conditions and benefits for the acceptance of the members of both Parties frequent flyer 

programmes shall be in accordance with the terms set out in a reciprocal frequent flyer 

programme agreement between the Parties. 

11. Airport Lounges 

11.1 Aegean and US Airways business class Code Share Passengers will have access to each other 

Parties' designated business class airport lounges, at locations where such a lounge is provided, 

without additional charge to either Party. Use of either Parties' lounges by other passengers, 

such as Frequent Flyer Program members, shall be subject to a separate agreement between the 

two Parties. 

12. Appendix Administration 

12.1 The departments responsible for the administration of this Appendix are: 

A3: Ground Operations 

US: Customer Service 

A3-US Code Share Agmt. 30 
APPENDIX C 

RESERVATIONS AND HANDLING PROCEDURES 

to the Code Share Agreement effective as of February 15, 2011, between Aegean (A3) and US Airways 

(US): 

1. Flight Reconciliation/Post Flight Messages 

1.1 The Operating Party shall provide a flight close out message outlining the number of passengers 

carried (adults and infants), the number of no-shows and go-shows within 23 hours of each 

station flight departure to the following addresses: 

US to A3: 

A3 to US: 

2. Flight Firming 

2.1 The Marketing Carrier will perform flight firming for the marketing flight reservation by 

using its own procedures. In case there is a high number of no show passengers 

resulting from the insufficient action by the Marketing Carrier, the Operating Carrier can 

request the Marketing Carrier to perform the flight firming and the Marketing Carrier shall 

fully cooperate with the Operating Carrier in order to reduce the high number of no show 

passengers. On the other h~nd, if, in the opinion of the Operating Carrier, there are 

duplicate bookings in respect of any Code Share Flight, the Operating Carrier shall inform 

the Marketing carrier at the following addresses, and the Marketing carrier shall remove all 

valid duplicate bookings without delay. 

Both parties agree that the determination of the overall passenger capacity on :each 

operated service shall be the responsibility of the Operating Carrier. 

The Operating Carrier is responsible for the inventory control of its own operated flights. 

All bookings, including code share bookings sold by the Marketing Carrier, will be subject 

to flight firming by the Operating Carrier. The Operating Carrier reserves the right to 

cancel bookings on its operated services if bookings are not ticketed within prescribed 

Ticketing Time Limits (TTL), and the Operating Party sends prior notification 72 hours 

prior to cancellation of unticketed segments via the supplementary element as a SSR item 

in accordance with lATA standard. 

3. Meal Services (SPMLs) 

3.1 SPML offered by A3: 

A3 provides below special meals only on international flights. 

24-hour notification required. Available meals: 

AVML, BBML, BLML, CHML, DBML, FPML, GFML, HNML, KSML, LCML, LFML, LSML, MOML, 

NLML, RVML, SFML, VGML, VLML,VOML 

SPML offered by US: 

A3-US Code Share Agmt. 31 
24~hour notification required; available on transatlantic flights in Envoy and Economy class only. 

AVML, BBML, BLML, CHML, DBML, FPML, GFML, HNML, KSML, LCML, LFML, LSML, MOML, 

NLML, PFML, SFML, VGML, VLML 

4. Special Service Request (SSRs) 

The Marketing Party shall not accept any MEDA (medical cases), PETC (Animal in Cabin) or 

DEPU/OEPA (Deportee-Unaccompanied/Accompanied) on the Code Share Flights. Any such 

requests for booking must be referred to the Operating Party. 

4.1 SSR offered by A3: 

AVIH, BIKE, BLND, BSCT, BULK, CBBG, CHLD, CKIN, COUR, DEAF, DEPA, DEPU, DIPB, 

DOCA, DOCO, DOCS, DPNA, EXST, ESHO, FQTR, FQTV, FRAG, FRAV, GPST, GRPF, INFT, 

LANG,MAAS, MEDA,OTHS, PCTC,PETC,PSPT,RQST,SENM,SPEQ,SPML,S TCR,TKNC, 

TKNE, TKNM, TWOV, UMNR, WCBD, WCBW, WCHC, WCHR, WCHS, WCMP, weOB, WEAP, 

XBAG 

SSR offered by US: 

AVIH, BIKE, BLND, BSCT, BULK, CBBG, CKIN, COUR, DEAF, DEPA, DEPU, EXST, FQTV, 

FRAG, GRPF, GRPS, LANG, MAAS, MEDA, NSSA, NSSB, NSST, NSSW, DXYG, PCTC, PSPT, 

RQST, SEAT, SEMN, SPEQ, TKTL, TWOV, UMNR, WCDS, WCHC, WCHR, WCHS, WCMP, 

XBAG 

4.2 For all services that have to be confirmed on request, the message shall be submitted to the 

Operating Party: 

US to A3: 

A3 to US; 

A3-US Code Share Agmt. 32 
5. Termination 

5.1 In case of termination of this Agreement under Article 23, bookings already confirmed prior to the 

date of notice of termination shall be respected and honored by the Parties. 

6. IT Support 

6.1 Both Parties shall advise the following services for the purposes of dealing with any IT/systemrelated operational issues that may arise from time to time affecting Code Share Flights. 

US to A3: Inventory Department 

A3 to US: Inventory Services 

7. Appendix Administration 

7.1 The departments responsible for the administration of this Appendix are: 

A3: RM & Inventory Department 

US: Reservations 

A3-US Code Share Agmt. 33 
APPENDIX D 

REVENUE ACCOUNTING PROCEDURES 

to the Code Share Agreement effective as of February 15, 2011, between Aegean (A3) and US Airways 

(US): 

1. Revenue 

1.1 The Operating Party shall retain all flight coupons for processing and all flown revenue derived 

from those flight coupons shall accrue to the Operating Party, subject to the terms and conditions 

of the Special Prorate Agreement or the lATA Multilateral Interline Agreement between the 

Parties, as applicable. 

1.2 In the event that the Operating Party uplifts flight coupons issued by a third-party ticketing carrier 

that are closed to the flights of a third party (marketing), the Operating Party may bill the ticketing 

carrier in accordance with the Special Prorate Agreement or the lATA Multilateral Interline 

Agreement between the Parties, as applicable, without recourse to an endorsement from the third 

party. 

1.3 Interline billing shall be performed according to the lATA Multilateral Interline Traffic Agreement 

and the Special Prorate Agreement between the Parties, both as amended from time to time. 

2. Endorsement Waiver 

2.1 The terms and conditions of the Endorsement Waiver Agreement between the Parties shall apply 

to this Agreement, as amended from time to time. 

3. Flight Interruption Manifest 

3.1 Any passengers of either Party carried on a Flight Interruption Manifest (FIM) document issued by 

the other Party shall be charged by the respective Operating Party in accordance with the existing 

simplified FIM billing agreement between the Parties, or, if such an agreement does not apply or 

exist, in accordance with Revenue Accounting Manual (RAM) A2.2.6. 

4. Frequent Flyer Program Tickets 

4.1 Frequent flyer program redemption tickets issued by either Party shall not be applicable for 

carriage on the Code Share Flights unless separately covered by a reciprocal frequent flyer 

agreement between the Parties. In the event that any such ticket is ticketed for carriage, the 

Operating Party shall be entitled to bill the Marketing Party in accordance with Revenue 

Accounting Manual (RAM) 2.2.5.6 and receive the applicable prorate amount in accordance with 

the prorate agreement in force between the Parties for the class of carriage provided. 

5. Appendix Administration 

5.1 The departments responsible for the administration of this Appendix are: 

A3: Revenue Accounting 

US: Revenue Accounting 

A3-US Code Share Agmt. 34 
Appendix A 

Aegean Codeshare on US Airways Operated Flights 

ROUTING 

To/From Charlotte, North Carolina (Cl T): 

Frankfurt, Germany (FRA) 

Paris, France (COG) 

Madrid, Spain (MAD) 

Rome, Italy (FCO) 

To/From Philadelphia, Pennsylvania (PHl): 

Athens, Greece (ATH) 

B.russels, Belgium (BRU) 

london, U.K. (lHR) 

Munich, Germany (MUC) 

Rome, Italy (FCO) 
Appendix 8 

US Airways Codeshare on Aegean Operated Flights 

ROUTING 

To/From Athens, Greece (ATH): 

Chania, Greece (CHQ) 

Kos, Greece (KGS) 

Larnaca, Cyprus (LCA) 

London, U.K. (LHR) 

Mikonos, Greece (JMK) 

Munich, Germany (MUC) 

Rhodes, Greece (RHO) 

Rome, Italy (FCO) 

Thira, Greece (JTR) 

Thessaloniki, Greece (SKG) 

To/From Thessaloniki, Greece (SKG): 

London, U.K. (LHR) 

Munich, Germany (MUC) 

Rome, Italy (FCO) 

To/From Larnaca, Cyprus (LCA): 

London, U.K. (LHR) 
CERTIFICATE OF SERVICE 

I certify that, on June 28, 2011, I caused to be served a copy of the foregoing 

Joint Application of US Airways, Inc. and Aegean Airlines S.A. for Statements of 

Authorization by email upon those addressees listed below: 

urskr@state.gov (Department of State) 

esta.rosenberg@dot.gov (Department of Transportation) 

john.allen@faa.gov (Federal Aviation Administration) 

dan.weiss@coair.com (Continental) 

carl. nelson@aa.com (American) 

sascha. vanderbellen@delta.com (Delta) 

jeff.morgan@delta.com (Delta) 

jhill@dlalaw.com (Counsel for JetBlue and Hawaiian) 

robert.land@jetblue.com (JetBlue) 

msinick@ssd.com (Counsel for Alaska) 

jeffrey.manley@united.com (United) 

pmurphy@lopmurphy.com (Counsel for USA 3000) 

jyoung@yklaw.com (Counsel for Spirit) 

dkirstein@yklaw.com (Counsel for Spirit) 

rpommer@atlasair.com (Atlas) 

anita.mosner@hklaw.com (Counsel for UPS) 

j"ennifer.nowak@hklaw.com (Counsel for UPS) 

cefelts@fedex.com (FedEx) 

nssparks@fedex.com (FedEx) 

kevin.montgomery@polaraircargo.com (Polar) 

efaberman@wileyrein.com (Counsel for AirTran) 

Benjamin T. Slocum